UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.    )

Filed by the Registrant  ☒                            Filed by a Party other than the Registrant  ☐

Check the appropriate box:

COREPOINT LODGING INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

April 12, 201914, 2021

Dear Stockholder:

Please join us for CorePoint Lodging Inc.’s Annual Meeting of Stockholders on Thursday, May 16, 2019,20, 2021, at 10:00 a.m., Central Time, at La Quinta Inn & Suites DFW Airport South/Irving, 4105 West Airport Freeway, Irving, Texas 75062.Time. Due to the public health impact of the coronavirus (COVID-19) pandemic and to support the health and well-being of our stockholders, employees and other stakeholders, the Annual Meeting will be held in a virtual meeting format only and will be conducted via live audio webcast. No physical meeting will be held. You will be able to attend the Annual Meeting, vote your shares and submit your questions during the Annual Meeting via a live audio webcast by visiting www.virtualshareholdermeeting.com/CPLG2021.

Attached to this letter are a Notice of Annual Meeting of Stockholders and Proxy Statement, which describe the business to be conducted at the meeting. This Proxy Statement and the enclosed proxy card and annual report are first being sent to stockholders on or about April 12, 2019.14, 2021. We urge you to read the accompanying materials regarding the matters to be voted on at the meeting and to submit your voting instructions by proxy.

Whether or not you plan to attend the meeting,Annual Meeting via the live webcast, your vote is important to us. You may vote your shares by proxy on the Internet, by telephone or by completing, signing and promptly returning a proxy card, or you may vote in personvia the Internet at the Annual Meeting.Meeting live audio webcast. We encourage you to vote by Internet, by telephone or by proxy card in advance even if you plan to attend the Annual Meeting. By doing so, you will ensure that your shares are represented and voted at the Annual Meeting.

Thank you for your continued support of CorePoint Lodging Inc.

COREPOINT LODGING INC.

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

PROXY VOTING METHODS

If at the close of business on March 25, 2019, you were a stockholder as of the April 1, 2021 record or helddate who holds shares through a broker or bank,directly, you may vote your shares bygrant a proxy at the Annual Meeting. If you were a stockholder of record, you mayto vote your shares over the Internet, by telephone or by mail or you may vote in person atadvance of the Annual Meeting. You may also revoke your proxies at the times and in the manners described in the General Information section of this Proxy Statement. Alternatively, you may vote your shares over the Internet via the live audio webcast of the Annual Meeting.

For shares held through a broker, bank or other nominee, you may submit voting instructions to your broker, bank or other nominee. Please refer to information from your broker, bank or other nominee on how to submit voting instructions.

If you are a stockholder of record, your Internet, telephone or mail vote must be received by 11:10:59 p.m., EasternCentral Time, on May 15, 201919, 2021 to be counted. If you hold shares through a broker, bank or other nominee, please refer to information from your broker, bank broker or nominee for voting instructions.

To vote by proxy if you are a stockholder of record:

BY INTERNET

BY TELEPHONE

BY MAIL

YOUR VOTE IS IMPORTANT TO US. THANK YOU FOR VOTING.

Table of Contents

i

COREPOINT LODGING INC.

909 Hidden Ridge,125 East John Carpenter Freeway, Suite 6001650

Irving, Texas 7503875062

Telephone:(214) 492-6600(972) 893-3199

PROXY STATEMENT

Annual Meeting of Stockholders

May 16, 201920, 2021

GENERAL INFORMATION

Why am I being provided with these materials?

This proxy statement and the enclosed proxy card and annual report are first being sent to stockholders on or about April 12, 2019.14, 2021. We have delivered these proxy materials to you in connection with the solicitation by the Board of Directors (the “Board” or “Board of Directors”) of CorePoint Lodging Inc. (“we,” “our,” “us” and the “Company”) of proxies to be voted at our Annual Meeting of Stockholders to be held on May 16, 201920, 2021 (the “Annual Meeting”), and at any postponements or adjournments of the Annual Meeting. You are invited to attend the Annual Meeting and vote your shares via a live audio webcast by visiting www.virtualshareholdermeeting.com/CPLG2021 or to vote your shares in person.advance by proxy via the Internet, by telephone or by mail.

What am I voting on?

There are two proposals scheduled to be voted on at the Annual Meeting:

Who is entitled to vote?

Stockholders as of the close of business on March 25, 2019April 1, 2021 (the “Record Date”) may vote at the Annual Meeting.Meeting or any postponement or adjournment thereof. As of that date, there were 59,548,29158,561,378 shares of our common stock outstanding. You have one vote for each share of common stock held by you as of the Record Date, including shares:

What constitutes a quorum?

The presence in person or by proxy of stockholders entitled to cast a majority of all the votes entitled to be cast at such meeting on any matter constitutes a quorum. Abstentions and shares represented by “brokernon-votes” that are present and entitled to vote at the Annual Meeting are counted as present for purposes of determining a quorum.

What is a “brokernon-vote”?

A brokernon-vote occurs when shares held through a broker are not voted with respect to a proposal because (1) the broker has not received voting instructions from the stockholder who beneficially owns the shares and (2) the broker lacks the authority to vote the shares at its discretion. Under current New York Stock

If you sign and submit your proxy card without voting instructions, your shares will be voted in accordance with the recommendation of the Board with respect to the Proposals and in accordance with the discretion of the holders of the proxy with respect to any other matters that may be voted upon.

How does the Board recommend that I vote?

Our Board recommends that you vote your shares:

The virtual meeting format for the Annual Meeting if you bring a signed proxy from the record holder (broker, bank or other nominee) giving you the rightuses technology designed to vote the shares, as well as proof of identification and proof of ownership.

Even if you plan toensure that our stockholders who attend the Annual Meeting we encourage youwill be afforded the same rights and opportunities to voteparticipate as they would at an in-person meeting and to enhance stockholder access, participation and communication through online tools. The following measures are in place to ensure such an experience:

How do I attendStockholders are encouraged to access the Annual Meeting?

In order to be admitted toMeeting before it begins. Online check-in will start 15 minutes before the meeting,10:00 a.m. Central Time Annual Meeting start time. If you will need to present (1) a form of personal identification, and (2) proof of your stock ownership of CorePoint Lodging Inc. stock onhave difficulty accessing the Record Date.

No cameras, recording equipment, electronic devices, large bags, briefcasesAnnual Meeting, please call 1-844-986-0822 (toll free) or packages303-562-9302 (international). Technicians will be permitted in the Annual Meeting.

For directionsavailable to the meeting, you may contact La Quinta Inn & Suites DFW Airport South/Irving at1-972-252-6546.assist you.

Meeting for consideration and you are a stockholder of record and have submitted a proxy card, the persons named in your proxy card will have the discretion to vote on those matters for you.

Who will pay for the cost of this proxy solicitation?

We will pay the cost of soliciting proxies. Proxies may be solicited on our behalf by directors, officers or employees of the Company (for no additional compensation) in person or by telephone, electronic transmission and facsimile transmission. BrokersBanks, brokers and other nominees will be requested to solicit proxies or authorizations from beneficial ownersstreet name holders and will be reimbursed for their reasonable expenses.

PROPOSAL NO. 1—ELECTION OF DIRECTORS

The number of directors that comprise our Board of Directors is currently set at eleven. Upon the recommendation of the Nominating and Corporate Governance Committee, our Board of Directors has considered and nominated each of the following nominees for aone-year term expiring at the 20202022 Annual Meeting of Stockholders or untiland when his or her successor is duly elected and qualified: Keith A. Cline, James R. Abrahamson, Glenn Alba, Jean M. Birch, Alan J. Bowers, Keith A. Cline, Giovanni Cutaia, Alice E. Gould, B. Anthony Isaac, Brian Kim, David Loeb and Mitesh B. Shah. Action will be taken at the Annual Meeting for the election of these nominees. All 11eleven nominees currently serve on the Board.

Unless otherwise instructed, the persons named in the form of proxy card (the “proxyholders”) included with this Proxy Statement intend to vote the proxies held by them “FOR” the election of the director nominees. All of the nominees have indicated that they will be willing and able to serve as directors. If any of these nominees ceases to be a candidate for election by the time of the Annual Meeting (a contingency which the Board does not expect to occur), such proxies may be voted by the proxyholders in accordance with the recommendation of the Board.

Nominees for Election to the Board of Directors in 20192021

The following information describessets forth the name, age (as of the Annual Meeting), offices held, other business directorships and the term of service of each director nominee.

Keith A. Cline, Age 51

THE BOARD OF DIRECTORS AND CERTAIN GOVERNANCE MATTERS

Our Board of Directors manages or directs our business and affairs, as provided by Maryland law, and conducts its business through meetings of the Board of Directors and four standing committees: the Audit Committee; the Compensation Committee; the Nominating and Corporate Governance Committee; and the Capital Committee.

On May 30, 2018, we were spun off from La Quinta Holdings Inc. as part of a plan approved by LQH Parent’s board of directors to spin off its hotel ownership business into an independent, publicly traded company prior to the merger of LQH Parent with a wholly-owned subsidiary of Wyndham Worldwide Corporation. In connection with thespin-off, LQH Parent distributed to its stockholders all of the approximately 59.0 million then-outstanding shares of our common stock, par value $0.01 per share.

We have structured our corporate governance in a manner we believe closely aligns our interests with those of our stockholders. Notable features of our corporate governance include:

The stockholders agreement described under “Transactions with Related Persons—Stockholders Agreement” provides that Blackstone has the right to nominate to our Board of Directors a number of designees approximately equal to the percentage of voting power of all shares of our capital stock entitled to vote generally in the election of directors as collectively beneficially owned by Blackstone. Currently, we have two directors on our Board who are current employees of Blackstone and who were recommended by Blackstone as director nominees pursuant to the stockholders agreement (Messrs. Cutaia and Kim), and we have one director on our Board who is a retired employee of Blackstone (Mr. Alba). The provisions of the stockholders agreement regarding the nomination of directors will remain in effect until Blackstone is no longer entitled to nominate a director to our Board of Directors, unless Blackstone requests that they terminate at an earlier date.

Director Independence and Independence Determinations

Under our Corporate Governance Guidelines and NYSE rules, a director is not independent unless our Board of Directors affirmatively determines that he or she does not have a direct or indirect material relationship with us or any of our subsidiaries.

Our Corporate Governance Guidelines define independence in accordance with the independence definition in the current NYSE corporate governance rules for listed companies. Our Corporate Governance Guidelines require our Board of Directors to review the independence of all directors at least annually.

independence set forth in the Corporate Governance Guidelines and under all applicable NYSE guidelines, including with respect to committee membership. Our Board also has determined that each of Messrs. Abrahamson, Bowers, Loeb and Shah and Ms. Birch is “independent” for purposes of Section 10A(m)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and that each of Messrs. Abrahamson, Bowers, Cutaia and Shah and Ms. Gould is “independent” for purposes of Section 10C(a)(3) of the Exchange Act. In making its independence determinations, our Board of Directors considered and reviewed all information known to it (including information identified through annual directors’ questionnaires).

Director Nomination Process

The Nominating and Corporate Governance Committee weighs the characteristics, experience, independence and skills of potential candidates for election to the Board and recommends nominees for director to the Board for election. In considering candidates for the Board, the Nominating and Corporate Governance Committee also assesses the size, composition and combined expertise of the Board. As the application of these factors involves the exercise of judgment, the Nominating and Corporate Governance Committee does not have a standard set of fixed qualifications that is applicable to all director candidates, although the Nominating and Corporate Governance Committee does at a minimum assess each candidate’s strength of character, judgment, industry knowledge or experience, his or her ability to work collegially with the other members of the Board and his or her ability to satisfy any applicable legal requirements or listing standards. In addition, although the Board considers diversity of viewpoints, background and experiences, the Board does not have a formal diversity policy. In identifying prospective director candidates, the Nominating and Corporate Governance Committee may seek referrals from other members of the Board, management, stockholders and other sources, including third party recommendations. The Nominating and Corporate Governance Committee also may, but need not, retain a search firm in order to assist it in identifying candidates to serve as directors of the Company. In 2018, the Company paid fees to a third-party search firm to identify potential candidates for election to our Board. The Nominating and Corporate Governance Committee utilizes the same criteria for evaluating candidates regardless of the source of the referral. When considering director candidates, the Nominating and Corporate Governance Committee seeks individuals with backgrounds and qualities that, when combined with those of our incumbent directors, provide a blend of skills and experience to further enhance the Board’s effectiveness.

In recommending that, or determining whether, members of the Board should stand forre-election, the Nominating and Corporate Governance Committee also may assess the contributions of incumbent directors in the context of the Board evaluation process and other perceived needs of the Board.

In addition to the process described above, the Nominating and Corporate Governance Committee also nominates a number of individuals designated by Blackstone as required under the provisions of the stockholders agreement described under “Transactions With Related Persons—Stockholders Agreement.” Each of Messrs. Cutaia and Kim were recommended by Blackstone as director nominees pursuant to the stockholders agreement.

Messrs. Abrahamson, Alba, Bowers, Cline, Isaac, Loeb and Shah were recommended for election to our Board by LQH Parent. Mses. Birch and Gould were identified by a third-party search firm and evaluated and recommended for election to our Board by ournon-management directors.

When considering whether the nominees have the experience, qualifications, attributes and skills, taken as a whole, to enable the Board to satisfy its oversight responsibilities effectively in light of our business and

This process resultedWe believe that our directors provide an appropriate mix of experience and skills relevant to the size and nature of our business.

As discussed above, the Nominating and Corporate Governance Committee and the Board include “diversity of viewpoints, background and experience” as part of several criteria that they consider in connection with selecting candidates for the Board’s nominationBoard. While neither the Board nor the Nominating and Corporate Governance Committee has a formal diversity policy, one of many factors that the incumbent directors namedBoard and the Nominating and Corporate Governance Committee carefully consider is the importance to the Company of ethnic and gender diversity in this Proxy Statementboard composition. Of the eleven director nominees, four are diverse, including two who are female and proposed for election by you at the upcoming Annual Meeting.two who are ethnically diverse. Moreover, one ethnically diverse director holds a Board leadership role.

The Nominating and Corporate Governance Committee will consider director candidates recommended by stockholders. Any recommendation submitted to the Secretary of the Company should be in writing and should include any supporting material the stockholder considers appropriate in support of that recommendation, but must include information that would be required under the rules of the U.S. Securities and Exchange Commission (the “SEC”) to be included in a proxy statement soliciting proxies for the election of such candidate and a written consent of the candidate to serve as one of our directors if elected. Stockholders wishing to propose a candidate for consideration may do so by submitting the above information to the attention of the Secretary, CorePoint Lodging Inc., at 909 Hidden Ridge, Suite 600, Irving, Texas 75038 through and including May 31, 2019 and at 125 East John Carpenter Freeway, 16th Floor,Suite 1650, Irving, Texas 75062 after May 31, 2019.75062. All recommendations for nomination received by the Secretary that satisfy our Bylaw requirements relating to

Board Structure

Our Board of Directors is led by Mr. Shah, our Chairperson. The Chief Executive Officer position is separate from the Chairperson position. We believe that the separation of the Chairperson and Chief Executive Officer positions is appropriate corporate governance for us at this time. Accordingly, Mr. Shah serves as Chairperson, while Mr. Cline serves as our Chief Executive Officer and President. Our Board of Directors believes this structure best encourages the free and open dialogue of competing views and provides for strong checks and balances. Additionally, Mr. Shah’s attention to Board of Directors and committee matters allows Mr. Cline to focus more specifically on overseeing the Company’sday-to-day operations, as well as strategic opportunities and planning.

Executive Sessions

Executive sessions, which are meetings of thenon-management members of the Board, are regularly scheduled throughout the year. In addition, at least once a year, the independent directors meet in a private session that excludes management and anynon-independent directors. Our Chairperson, Mr. Shah, presides at the executive sessions.

Communications with the Board

As described in our Corporate Governance Guidelines, stockholders and other interested parties who wish to communicate with a member or members of our Board of Directors, including the chairperson of our Board of Directors and each of the Audit, Compensation or Nominating and Corporate Governance Committees or with thenon-management or independent directors as a group, may do so by addressing such communications or concerns to the General Counsel of the Company, at 909 Hidden Ridge, Suite 600, Irving, Texas 75038 through and including May 31, 2019 and at 125 East John Carpenter Freeway, 16th Floor,Suite 1650, Irving, Texas 75062, after May 31, 2019, who will forward such communication to the appropriate party.

meetings. In 2018,2020, all of our directors attended at least 75% of the meetings of the Board and committees during the time in which he or she served as a member of the Board or such committee. All 11 of our directors attended our annual meeting of stockholders in 2020.

Audit Committee

Our Audit Committee consists of Messrs. Abrahamson, Bowers, Loeb and Shah and Ms. Birch, with Mr. Bowers serving as chair. All members of the Audit Committee have been determined to be “independent,” consistent with our Audit Committee charter, Corporate Governance Guidelines and the NYSE listing standards applicable to boards of directors in general and audit committees in particular. Our Board of Directors also has determined that each of the members of the Audit Committee is “financially literate” within the meaning of the listing standards of the NYSE. In addition, our Board of Directors has determined that Alan J. Bowers qualifies as an audit committee financial expert as defined by applicable SEC regulations.

The duties and responsibilities of the Audit Committee are set forth in its charter, which may be found atwww.corepoint.com under Investors: Corporate Governance: Governance Documents: Charter of the Audit Committee of the Board of Directors, and include oversight of the following:

The duties and responsibilities of the Compensation Committee are set forth in its charter, which may be found atwww.corepoint.com under Investors: Corporate Governance: Governance Documents: Charter of the Compensation Committee of the Board of Directors, and include the following:

The charter of the Compensation Committee permits the committee to delegate any or all of its authority to one or more subcommittees and to delegate to one or more of our officers the authority to make awards to team members other than any Section 16 officer under our incentive compensation or other equity-based plan, subject to compliance with the plan and the laws of our state of jurisdiction.incorporation. In addition, the Compensation Committee has the authority under its charter to retain outside consultants or advisors, as it deems necessary or advisable.

Prior to ourspin-off from La Quinta Holdings Inc. the Board did not have a compensation committee and the compensation committee of LQH Parent made executive compensation determinations. In connection with thespin-off, the Board established a Compensation Committee and since the completion of thespin-off ourOur Compensation Committee has been responsible for making all executive compensation determinations.

Prior to thespin-off, Mr. Cline generally participated in discussions and deliberations with the compensation committee of LQH Parent regarding compensation determinations for our executive officers. Since thespin-off, Mr. Cline has workedworks closely with the Compensation Committee in managing the executive compensation program and attends some meetings of the Compensation Committee. He does not participate in the determination of his own compensation.

The charter of the Nominating and Corporate Governance Committee permits the committee to delegate any or all of its authority to one or more subcommittees. In addition, the Nominating and Corporate Governance Committee has the authority under its charter to retain outside counsel or other experts as it deems necessary or advisable.

Capital Committee

Our Capital Committee consists of Messrs. Alba, Cutaia, Isaac, Loeb and Shah, with Mr. Alba serving as chair. The purpose and responsibilities of the Capital Committee are set forth in its charter, which may be found atwww.corepoint.com under Investors: Corporate Governance: Governance Documents: Charter of the Capital Committee of the Board of Directors, and include providing assistance to the Board of Directors with respect to the oversight of:

The charter of the Capital Committee permits the committee to delegate any or all of its authority to one or more subcommittees consisting of one or morenon-management members.

We will disclose within four business days any substantive changes in or waivers of the Code of Business Conduct & Ethics granted to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, by posting such information on our website as set forth above rather than by filing a Form8-K. In the case of a waiver for an executive officer or a director, the required disclosure also will be made available on our website within four business days of the date of such waiver.

Oversight of Risk Management

The Board has extensive involvement in the oversight of risk management related to us and our business. The Board accomplishes this oversight both directly and through its Audit Committee, Compensation Committee and Nominating and Corporate Governance Committee, each of which assists the Board in overseeing a part of our overall risk management and regularly reports to the Board. The Audit Committee represents the Board by periodically reviewing our accounting, reporting and financial practices, including the integrity of our financial statements, the surveillanceoversight of administrative and financial controls, our compliance with legal and regulatory requirements and our enterprise risk management program. Through its regular meetings with management, including the finance, legal and internal audit functions, the Audit Committee reviews and discusses all significant areas of our business and related risks and summarizes for the Board all areas of risk (including cyber risk) and the appropriateany mitigating factors. With respect to cyber risk, the Audit Committee receives a cybersecurity update from management at each regularly-scheduled quarterly meeting. The Compensation Committee considers, and discusses with management, management’s assessment of certain risks, including whether any risks arising from our compensation policies and practices for our employees are reasonably likely to have a material adverse effect on us. The Nominating and Corporate Governance Committee oversees and evaluates programs and risks associated with Board organization, membership and structure, succession planning and corporate governance. In addition, our Board receives periodic detailed operating performance reviews from management.

Environment—Social—Governance (ESG)

Since our founding, we have been committed to ethical behavior and strong corporate governance. Our high-performance culture and significant employee engagement are central to how we operate and our hotels have made substantial commitments to environmental initiatives and to to human rights, labor rights and diversity and inclusion.

As we build for the future, we recognize that world-class management requires a more comprehensive and sophisticated consideration of all Environment-Social-Governance (ESG) factors. We have begun our ESG journey in earnest and look forward to making it a key component of our strategy and operations.

Our ESG initiatives are rooted in our values and culture. Already, we have achieved several important ESG results in 2020: reducing our environmental impact, maintaining a high level of employee satisfaction, sustaining our charitable support, implementing significant support for our employees in the face of the COVID-19 pandemic and continuing our “best practices” governance.

Going forward, as we formalize our ESG efforts, we intend to develop a thoughtful implementation roadmap. We look to advance our environmental improvements, expand our commitment toward employee engagement and development, continue our support of key charities and elevate even further our “best practices” governance.

Clawback Policy

We have adopted a clawback policy for incentive compensation. The Compensation Committee determined that it may be appropriate to recover annual and/or long-term incentive compensation in specified situations. Under the policy, if the Compensation Committee determines that incentive compensation of its current and

former Section 16 officers (or any other employee designated by the Board or the Compensation Committee) was overpaid, in whole or in part, as a result of a restatement of the reported financial results of the Company or any of its segments due to material non-compliance with financial reporting requirements (unless due to a change in accounting policy or applicable law), and such restatement was caused or contributed, directly or indirectly, by such employee’s fraud, willful misconduct or gross negligence, then the Compensation Committee will determine, in its discretion, whether to seek to recover or cancel any overpayment of incentive compensation paid or awarded during the three-year period preceding the date on which the Company is required to prepare the restatement.

Stock Ownership Policy

We have a stock ownership policy for our non-employee directors and executive officers, which provides that each of our non-employee directors and executive officers are expected to acquire ownership of the following amounts of stock within five years of the later of (x) the date on which we made our first broad-based equity incentive grants following the distribution of the Company’s common stock to stockholders of LQH Parent (with respect to our Chief Executive Officer and executive officers) or our first annual grant to non-employee directors or (y) the date he or she first becomes subject to the stock ownership policy:

All of our non-employee directors and executive officers are in compliance with this policy.

Hedging and Pledging Policies

The Company’s Securities Trading Policy requires executive officers and directors to consult the Company’s General Counsel prior to engaging in transactions involving the Company’s securities. In order to protect the Company from exposure under insider trading laws, executive officers and directors are encouraged to enter into pre-programmed trading plans under Exchange Act Rule 10b5-1. The Company’s Securities Trading Policy prohibits directors and employees (including officers) from hedging or monetization transactions including, but not limited to, through the use of financial instruments such as exchange funds, variable forward contracts, equity swaps, puts, calls, and other derivative instruments, or through the establishment of a short position in the Company’s securities. The Company’s Securities Trading Policy also prohibits the pledging of Company securities.

Executive Officers of the Company

Set forth below is the name, age (as of the Annual Meeting) and certain information regarding each of our current executive officers other than Mr. Cline, whose biographical information is presented under “Nominees for Election to the Board of Directors in 2019.2021.”

Daniel E. Swanstrom II, Age 44

PROPOSAL NO. 2—RATIFICATION OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

The Audit Committee has selectedappointed Deloitte & Touche LLP to serve as our independent registered public accounting firm for 2019.2021.

Although ratification is not required by our Bylaws or otherwise, the Board is submitting the selection of Deloitte & Touche LLP to our stockholders for ratification because we value our stockholders’ views on the Company’s independent registered public accounting firm. If our stockholders fail to ratify the selection, it will be considered as notice to the Board and the Audit Committee to consider the selection of a different firm. Even if the selection is ratified, the Audit Committee, in its discretion, may select a different independent registered public accounting firm at any time during the year if it determines that such a change would be in the best interests of the Company and our stockholders.

A representative of Deloitte & Touche LLP is expected to be present at the Annual Meeting. The representative will also have the opportunity to make a statement if he or she desires to do so, and the representative is expected to be available to respond to appropriate questions.

The shares represented by your proxy will be voted “FOR” the ratification of the selection of Deloitte & Touche LLP unless you specify otherwise.

Audit andNon-Audit Fees

In connection with the audit of the 20182020 financial statements, we entered into an agreement with Deloitte & Touche LLP which sets forth the terms by which Deloitte & Touche LLP will perform audit services for the Company.

The following table presentssummarizes fees for professional services rendered by our independent registered public accounting firm, Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, “Deloitte & Touche”) for the audits of our annual consolidated financial statements for the years ended December 31, 20182020 and 2017:2019:

All of the services shown in this table werepre-approved by the Audit Committee (or, prior to the spin-off, by LQH Parent’s audit committee).Committee. The Audit Committee considered whether providing thenon-audit services shown in this table was compatible with maintaining Deloitte & Touche’s independence and concluded that it was.

Pre-Approval Policy for Services of Independent Registered Public Accounting Firm

Consistent with SEC policies regarding auditor independence and the Audit Committee’s charter, the Audit Committee has responsibility for engaging, setting compensation for and reviewing the performance of the independent registered public accounting firm.

In exercising this responsibility, theaccordance with our Audit Committee has established procedures relating to the approval ofpre-approval policy, all audit andnon-audit services that are to be performed for us by our independent registered public accounting firm and, subject towere pre-approved by the next sentence,audit committee of our board of directors, which concluded that the provision of such services by Deloitte & Touche was compatible with the maintenance of that firm’s independence in the conduct of its auditing functions.

The pre-approvespre-approval allpolicy provides for categorical pre-approval of specified audit and permittedpermissible non-audit servicesservices. Services to be provided by anythe independent registered public accounting firm that are not within the category of pre-approved services must be approved by the Audit Committee prior to each engagement. As partengagement, regardless of such procedures, the service being requested or the dollar amount involved.

Requests or applications for services that require specific separate approval by the Audit Committee are required to be submitted to the Audit Committee, and must include a description of the services to be provided and a statement by the independent registered public accounting firm and principal accounting officer of the Company confirming that the provision of the proposed services does not impair the independence of the independent registered public accounting firm.

The Audit Committee may delegate pre-approval authority to one or more of its members. The Audit Committee has delegated to its chair the authority to review andpre-approve any such services in between the Audit Committee’s regular meetings. Any suchpre-approval will be subsequently considered and ratified by the Audit Committee at the next regularly scheduled meeting. The Audit Committee does not delegate to management its responsibilities to pre-approve services to be performed by the independent registered public accounting firm.

YOUR BOARD OF DIRECTORS RECOMMENDS THAT YOU VOTE “FOR” THE RATIFICATION

OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING

FIRM FOR 2019.2021.

REPORT OF THE AUDIT COMMITTEE

The Audit Committee operates pursuant to a charter which is reviewed annually by the Audit Committee. Additionally, a brief description of the primary responsibilities of the Audit Committee is included in this Proxy Statement under “The Board of Directors and Certain Governance Matters—Board Committees and Meetings—Audit Committee.” Under the Audit Committee charter, our management is responsible for the preparation, presentation and integrity of our financial statements, the application of accounting and financial reporting principles and our internal controls and procedures designed to assure compliance with accounting standards and applicable laws and regulations. The independent registered public accounting firm is responsible for auditing our financial statements and expressing an opinion as to their conformity with accounting principles generally accepted in the United States of America.

In the performance of its oversight function, the Audit Committee reviewed and discussed the audited financial statements of the Company with management and with the independent registered public accounting firm. The Audit Committee also discussed with the independent registered public accounting firm the matters required to be discussed by the applicable requirements of the Public Company Accounting Oversight Board Auditing Standard No. 1301 “Communications with Audit Committees.”(“PCAOB”) and the SEC. In addition, the Audit Committee received the written disclosures and the letter from the independent registered public accounting firm required by applicable requirements of the Public Company Accounting Oversight BoardPCAOB regarding the independent registered public accounting firm’s communications with the Audit Committee concerning independence, and discussed with the independent registered public accounting firm their independence.

Based upon the review and discussions described in the preceding paragraph, the Audit Committee recommended to the Board that the audited financial statements of the Company be included in the Annual Report on Form10-K for the fiscal year ended December 31, 20182020 filed with the SEC.

Submitted by the Audit Committee of the Company’s Board of Directors:

James R. Abrahamson

Jean M. Birch

Alan J. Bowers, Chair

David Loeb

Mitesh B. Shah

EXECUTIVE AND DIRECTOR COMPENSATION

Emerging Growth Company Status

We qualify as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012. As a result, we are permitted to and rely on exemptions from certain disclosure requirements that are applicable to other companies that are not emerging growth companies. Accordingly, we have included compensation information for only our principal executive officer and our two next most highly compensated executive officers serving at fiscalyear-end and have not included a compensation discussion and analysis of our executive compensation programs or tabular compensation information other than the Summary Compensation Table and the Outstanding Equity Awards table. In addition, for so long as we are an emerging growth company, we will not be required to submit certain executive compensation matters to our stockholders for advisory votes, such as“say-on-pay” and“say-on-frequency” ofsay-on-pay votes.

We will remain an emerging growth company until the earliest to occur of: (i) December 31, 2023; (ii) the last day of the fiscal year during which our annual gross revenues are $1.07 billion or more; (iii) the date on which we have, during the previous three-year period, issued more than $1.0 billion innon-convertible debt securities; or (iv) the end of any fiscal year in which we become a “large accelerated filer,” which means that we have been public for at least 12 months, have filed at least one annual report and the market value of our voting andnon-voting common equity held bynon-affiliates exceeds $700 million as of the last day of our most recently completed second fiscal quarter.

Executive Compensation

On May 30, 2018, we were spun off from La Quinta Holdings Inc. (“LQH” and, exclusive of its subsidiaries, “LQH Parent”) as part of a plan approved by LQH Parent’s board of directors to spin off its hotel ownership business into an independent, publicly traded company prior to the merger of LQH Parent with a wholly-owned subsidiary of Wyndham Worldwide Corporation (“Wyndham”). As part of LQH, we were not historically a separate division or managed as a separate business. Therefore, we did not have any of our own executive officers prior to ourspin-off from LQH as LQH Parent’s executive officers operated the combined business.

Each of our President and Chief Executive Officer, Keith A. Cline; our Executive Vice President and Chief Operating Officer, John W. Cantele; and our Executive Vice President, Secretary and General Counsel, Mark M. Chloupek, whom we refer to collectively as the “Named Executive Officers” or “NEOs”, was employed by LQH Parent prior to thespin-off on May 30, 2018. Accordingly, the compensation presented prior to May 30, 2018 is their compensation by LQH Parent. We have also presented the terms of their compensation by us, which became effective upon thespin-off, below, along with the terms of our executive compensation programs that became effective upon thespin-off. In addition, in connection with thespin-off, we formed a compensation committee (the “Compensation Committee”) that has been responsible for our executive compensation programs following thespin-off. For additional information regarding the Compensation Committee, see “The Board of Directors and Certain Governance Matters—Board Committees and Meetings—Compensation Committee.”

following the consummation of thespin-off. See “—2018 Equity Awards” below. The CorePoint Cline Offer Letter also provides that Mr. Cline will participate in the CorePoint Lodging Inc. Executive Severance Plan (the “CorePoint Executive“Executive Severance Plan”), in accordance with its terms.

ConversionPSUs. The PSUs are divided into two equal tranches, one of Outstanding LQ PSUs in Connection withwhich (“Tranche I”) vests based theSpin-Off. In connection with Company’s total shareholder return relative to a peer group (“Relative TSR”) and one of which (“Tranche II”) vests based on thespin-off, LQH Parent entered into an Employee Matters Agreement with us (the “EMA” Company’s absolute total shareholder return (“Absolute TSR”), in each case over the specified performance period. The performance period (the “Performance Period”) for each tranche begins on the grant date and ends on the third anniversary of the grant date.

Absolute TSR is calculated as the appreciation in the price per share of the Company’s common stock during the performance period (assuming dividends are reinvested), expressed as a percentage, and Relative TSR is based on the percentile rank of the Company’s Absolute TSR against the Absolute TSRs of the peer companies set forth below, which among other items, providedcompanies are constituents of the FTSE Nareit Equity Lodging/Resorts Index.

A constituent listed above will be removed from the Relative TSR comparison group if: (i) during the Performance Period, the company makes a public disclosure of its intent or agreement to enter into a merger or sale with another company; or (ii) it is not listed on a securities exchange for the conversion of LQ PSUs into shares of restricted stock of LQH Parent immediately prior to thespin-off. The EMA generallyentire Performance Period; provided, that outstanding LQa company that becomes subject to a proceeding as a debtor under the U.S. Bankruptcy Code during the Performance Period will be included with TSR equal to negative one hundred percent (-100%).

The actual number of PSUs would be converted into shares of restricted stock of LQH Parentthat become vested based on deemed satisfactioneach performance measure is based on an achievement factor which, in each case, ranges from 0% of applicablethe target number of PSUs for below threshold performance criteria atto 50% of the greatertarget number of PSUs for threshold performance, to 100% of the target ornumber of PSUs for target performance, to 175% of the target number of PSUs for maximum performance. For actual performance between the specified threshold, target and maximum levels, inthe resulting payout percentage will be interpolated on a linear basis. Notwithstanding the foregoing, if Absolute TSR is negative, the maximum payout with respect of applicable performance periods that had ended on or prior to the endRelative TSR PSUs is 100% of the fiscal quarter that ended immediately priortarget number of Relative TSR PSUs. Following the last day of the Performance Period, the Compensation Committee will calculate the payout with respect to each tranche and the fiscal quarterPSUs do not vest until the Compensation Committee certifies in which thespin-off occurred (i.e.,writing the portion ofextent to which the applicable performance period representing the number of fiscal quarters that had elapsed since the commencement of the applicable performance period), and based on deemed satisfaction of applicable performance criteria at target performance levels in respect of performance periods that had not ended prior to such fiscal quarter. Shares of restricted stock of LQH Parent received in connection with the conversion of LQ PSUs entitled the holders, including the NEOs, to receive a number of Substitute RSAs as described above, each of which continue to be subject to vesting based on the NEO’s continued employment with us through the end of the applicable performance period to which such LQ PSUs related. conditions have been met.

The vesting terms of the Substitute RSAsPSUs upon an executive’s termination or a change in control are summarized below in “Potential Payments Uponupon Termination or Change in Control” below.Control.”

LQ PSUs which were granted in 2016, other than LQ PSUsRestricted stock award granted to Mr. Cantele Cline in 2016, were convertedrespect of foregone salary. In April 2020, Mr. Cline agreed to sharesreceive a portion of his salary, for the period from April 16, 2020 through December 31, 2020, in the form of restricted stock. Accordingly, in April 2020, the Company granted Mr. Cline a time-vesting restricted stock award with a fair value on the grant date equal to $140,901 pursuant to the Company’s Omnibus Incentive Plan. This award vests in three equal installments on each of LQH Parent based on deemed satisfactionApril 16, 2021, April 16, 2022 and April 16, 2023.

The vesting terms of the applicable performance criteria at target levels and LQ PSUs that were grantedMr. Cline’s restricted stock award upon termination or a change in 2017, as well as those granted to Mr. Cantelecontrol are summarized below in 2016, were“Potential Payments upon Termination or Change in Control.”

converted to shares of restricted stock of LQH Parent based on deemed satisfaction of the applicable performance criteria at actual performance levels. The incremental fair value associated with the conversion of the LQ PSUs granted in 2016 based on deemed satisfaction of the applicable performance criteria at target levels is reflected in the “Stock Awards” column of the “Summary Compensation Table.”

20182020 Annual Cash Incentive Compensation

Our 2018 annual2020 Short Term Incentive Plan. In March 2020, the Company granted cash incentive plan.Our annual cash incentive compensation planawards to the NEOs under our Short Term Incentive Plan for Section 16 Officers for the year ended December 31, 20182020 (the “2018 Cash Bonus“STI Plan” and such awards, the “2020 STI Awards”). Our STI Plan compensated and rewarded successful achievement of short-term strategic priorities that are closely aligned with our long-term goals. Pursuantwere designed to the terms of the 2018 Cash Bonus Plan, each NEO was eligible to receive a cash bonus based onmaximize the Company’s performance as determined by the Compensation Committee in its discretion following the end of the performance period, against strategic priorities including with respect to the Company’s (1) property portfolio, (2) investment strategy, (3) property repositioning and hurricane impacted hotels initiatives, (4) capital structure, and (5) engagement with stockholders.drive shareholder value. The Compensation Committee selected performance criteria designed to be challenging but reasonably achievable and retained discretion to modify the performance criteria and determine their weightings.

Paymentspayments to the NEOs under the 2018 Cash Bonus Plan,2020 STI Awards were based on a combination of the financial performance of the Company (50% of the total award opportunity) and strategic objectives (50% of the total award opportunity). For each performance component, payments to the NEOs under the 2020 STI Awards, expressed as a percentage of an NEO’s base salary, as prorated to reflect the number of days in 2018 from and including the day we were spun off from LQH, could range from 0% for below threshold performance, to 50% for threshold performance, to 100% for target performance, and to a maximum of 150% for significantly above target performance,200%, subject to an NEO’s continued employment with the Company or a subsidiary of the Company on the payment date. It was expected, however, that payments under the 2018 Cash Bonus Plan would reflect target performance except in the case

The financial component of significant outperformance or significant underperformance.

Actual amounts paid under the 2018 Cash Bonus Plan were calculated by multiplying each NEO’s prorated base salary by his target bonus percentage to determine such NEO’s target bonus potential. Such target bonus potential2020 STI Award opportunity was then multiplied by a combined achievement factor based on the Committee’s assessmentAdjusted EBITDAre. For purposes of the Company’sSTI Plan, “Adjusted EBITDAre” means EBITDAre as defined by the National Association of Real Estate Investment Trusts and adjusted for (A) restructuring and separation transaction expenses, including severance; (B) acquisition and disposition transaction expenses; (C) stock-based compensation expense; (D) discontinued operations; and (E) other items not indicative of ongoing operating performance, against each of the strategic priorities. The Compensation Committee determined that the Company achieved target performance with respect to each of the strategic priorities resulting in a combined achievement factor of 100%. Based on the performance achieved, each of the NEOs earned an annual bonus for 2018 under the 2018 Cash Bonus Plan as follows, which amounts are reflected in the“Non-Equity Incentive Plan Compensation” column of the “Summary Compensation Table”:

LQH Parent’s annual cash incentive plan. Our NEOs also received annual cash incentive awards under LQH Parent’s annual cash incentive plan for the year ended December 31, 2018 (the “LQH Parent 2018 Cash Bonus Plan”). The LQH Parent Cash Bonus Plan was designed to compensate and reward successful achievement of short term financial and strategic goals that were closely aligned with the long-term goals of LQH. For Mr. Cline, the performance of LQH against financial and strategic goals composed 100% of his total award opportunity and for Messrs. Cantele and Chloupek the performance of LQH against financial and strategic goals composed 80% of the total award opportunity and individual strategic objectives composed 20% of the total award opportunity. For each of the NEOs, the threshold, target and maximum annual bonus opportunity for the year ended December 31, 2018, expressed as a percentage of such NEO’s base salary, was as follows: 50%, 100% and 150%, respectively.

Discretionary COVID-19 Adjustment

In addition to the above 20%2020 STI Award payout amounts, the Compensation Committee exercised its discretion to award additional amounts under the STI Plan after considering the impact of the total award opportunity for Messrs. Cantele and Chloupek was basedCOVID-19 pandemic on their individual performance relative to individual performance criteria. For Mr. Cantele, such individual criteria included goals relatingCompany performance.

In its deliberations with respect to the development of job descriptions for certain positions with LQH, the development, in consultation with a food and beverage consultant, of a food and beverage bar program at certain of LQH’s hotels, and the completion of a comprehensive review of each of 53 hotels that LQH had identified for renovation and repositioning. For Mr. Chloupek, such individual criteria included goals relatedpayments to our NEOs pursuant to the treatment2020 STI Awards, the Compensation Committee considered the impact of environmental vulnerabilities, the closureCOVID-19 pandemic, which created unprecedented disruption in the lodging sector and significantly inhibited the ability of certain claims withinmanagement to achieve the financial performance and strategic objective metrics. With respect to the strategic asset sale objective, the Compensation Committee noted the slowing of asset sales from the onset of the COVID-19 pandemic through much of the second quarter of 2020, followed by a certain timeframe, employee health insurancereturn to sale levels more typically achieved prior to the pandemic in the third and supportingfourth quarters of 2020. In the Compensation Committee’s view, the slowing of asset sales earlier in the year was attributable to the COVID-19 pandemic and not to management’s performance. The Compensation Committee determined that the pace of asset sales in the third and fourth quarters of 2020 was more reflective of performance for the year, and if asset sales had occurred at that pace for the full year performance would have been slightly above target. The Compensation Committee also considered the NEOs’ execution of the Company’s asset sale strategy under adverse conditions, as well as the number of signed, but not yet closed, sales agreements in place at spin-offyear-end. In recognition of CorePoint from LQH.

Pursuantthe foregoing, the Compensation Committee determined to exercise its positive discretion to award the NEOs a payout of 100% of target with respect to the EMA, LQH Parent calculated a deemed earned bonus amount for each employeestrategic objective component of LQH Parent who receivedthe STI Plan (representing an award underadditional payout of 50% of target with respect to the LQH Parent 2018 Cash Bonusstrategic objective component).

In addition, while recognizing that the Company’s achievement was below threshold performance with respect to the financial component of the STI Plan, includingthe Compensation Committee also considered the actions taken by the NEOs assuming thatin response to the performance period ended asCOVID-19 pandemic to protect the health and safety of our hotels’ guests and employees, preserve the effective timeCompany’s liquidity, reduce costs at the property level and renew and extend the Company’s financing. Based on these considerations, the Compensation Committee decided to award a payout of 30% with respect to the Merger. financial component.

The achievementresulting additional weighted combined discretionary 2020 STI Award payout was 40% of performance against the applicable metrics was calculated on an adjusted basis based on the relation of thetarget.

The Compensation Committee determined to pay this additional discretionary portion of the performance period that had elapsed prior to the effective time of the Merger to the full performance period, and payouts were prorated on the same basis.

The following table shows the adjusted results based on LQH Parent’s actual performance as of the effective time of the Merger and the associated payout percentages with respect to each LQH strategic and financial metric.

In addition, each of Messrs. Cantele and Chloupek achieved all of their individual goals as the maximum performance level.

defined in the award payable in shares ofagreement), the restricted stock of LQH Parent divided by the per share fair value of LQH Parent’s common stock on January 17, 2017.

The cash portion of a retention award was payable, andwill fully accelerate. Because the shares of restricted stock of LQH Parent vested, onreceived by the earliest to occur ofNEOs in payment for the following, subject,discretionary amount under the STI Plan were granted in each case, to2021, the NEO’s continued employment with LQH Parent through such date: (i) April 17, 2018; (ii) the date that is six months from the consummation of a significant corporate event (as defineddiscretionary payment does not appear in the 2017 Retention Plan); (iii) the date of an NEO’s termination of employment (x) by LQH Parent without cause (as definedSummary Compensation Table for 2020 but will appear in the 2017 Retention Plan) at any time following January 17, 2017 or (y) by the NEO with good reason (as defined in the 2017 Retention Plan) within the six months prior to, or on or following, a significant corporate event; or (iv) the date of a change in control (as defined in the 2017 Retention Plan). The cash portion of each NEO’s award under the 2017 Retention Plan became payable, and the equity portion vested, on April 17, 2018. The cash portion of the NEOs’ awards are reflected in the “Bonus”“Stock Awards” column of the “SummarySummary Compensation Table.”Table for 2021.

Other Benefits and Perquisites

LQH Parent’s executives, including the NEOs, were eligible for specified benefits, such as group health, dental and disability insurance and employer-paid basic life insurance premiums. These benefits were intended to provide competitive and adequate protection in case of sickness, disability or death. In addition, LQH Parent generally provided specified perquisites to the NEOs, when determined to be necessary and appropriate, including employer-paid executive physical examinations and car allowances.

50% of the PSUs granted on March 26, 2019 will vest, if at all, based on the Company’s achievement of the Relative TSR performance measure (“Tranche I 2019 Grant”) and 50% of such PSUs will vest, if at all, based on the Company’s achievement of the Absolute TSR performance measure (“Tranche II 2019 Grant”), in each case over specified performance periods. The performance period for 50% of each tranche begins on March 26, 2019 and ends on March 26, 2021. The performance period for the other 50% of each tranche begins on March 26, 2019 and ends on March 26, 2022. The terms of the PSUs are summarized in “Narrative to Summary Compensation Table—2019 Equity Awards” above. As of December 31, 2020, the

achievement level with respect to Relative TSR was between threshold and target and with respect to Absolute TSR was below threshold. Accordingly, the number of Tranche I 2019 Grant PSUs reported in the table reflect amounts based on target and the number of Tranche II 2019 Grant PSUs reported in the table reflect amounts based on threshold. The actual number of shares that vested with respect to the performance period ended March 26, 2021 was 24,848 for Mr. Cline, 11,685 for Mr. Swanstrom and 9,467 for Mr. Chloupek. The actual number of shares that will vest with respect to the performance period ending March 26, 2022 is not yet determinable.

50% of the PSUs granted on March 25, 2020 will vest, if at all, based on the Company’s achievement of the Relative TSR performance measure (“Tranche I 2020 Grant”) and 50% of such PSUs will vest, if at all, based on the Company’s achievement of the Absolute TSR performance measure (“Tranche II 2020 Grant”), in each case for the performance period beginning on March 25, 2020 and ending on March 25, 2023. The terms of these PSUs are summarized in “Narrative to Summary Compensation Table—2020 Equity Awards” above. As of December 31, 2020, the achievement level with respect to Relative TSR was between target and maximum and with respect to Absolute TSR was maximum. Accordingly, the number of Tranche I 2020 Grant PSUs and Tranche II 2020 Grant PSUs reported in the table reflect amounts based on maximum. The actual number of shares that will vest with respect to the PSUs is not yet determinable.

Potential Payments upon Termination or Change in Control

CorePoint Executive Severance Plan

On April 2, 2018 our Board of Directors adopted (which adoption was subsequently ratified by our Board of Directors on April 12, 2018) the CorePoint Executive Severance Plan. The CorePoint Executive Severance Plan offers severance and change in control benefits for employees of the Company at the level of Vice President and above, including the NEOs. The CorePoint Executive Severance Plan provides for payment of severance and other benefits to eligible executives, including the NEOs, in the event of a termination of employment with us without cause or for good reason (each as defined in the CorePoint Executive Severance Plan) (a “covered termination”), or in the event of a termination of employment as a result of retirement, death, or disability (as such terms are defined in the CorePoint Executive Severance Plan), in each case, subject to the (i) executive’s execution andnon-revocation of a general release of claims in our favor and (ii) continued compliance with the executive’s confidentiality,non-interference and invention assignment obligations to us.

In the event of a covered termination, in addition to certain accrued obligations, the CorePoint Executive Severance Plan provides for the following payments and benefits to the NEOs:

Notwithstanding the foregoing, in the event such covered termination occurs on or within thesix-month period prior to, or within thetwo-year period following, the first to occur of (i) a change in control and (ii) a significant corporate event (each as defined in the CorePoint Executive Severance Plan), in addition to certain accrued obligations, the CorePoint Executive Severance Plan provides for the following payments and benefits to the NEOs:

In the event of a termination with us as a result of the executive’s death or disability, in addition to certain accrued obligations, the CorePoint Executive Severance Plan provides for the following payments and benefits to the NEOs: (i) alump-sum bonus for the year of termination, based on target performance; and (ii) solely in the case of the executive’s disability, the welfare benefit for a period of 12 months. In the event of a termination with us as a result of the executive’s retirement, in addition to certain accrued obligations, the CorePoint Executive Severance Plan provides for the payment of alump-sumpro-ratalump-sum pro-rata bonus for the year of termination, based on actual performance, to eligible executives, which include the NEOs.

In the event of Mr. Chloupek’s termination of employment without cause, for good reason or due to death or disability, Mr. Chloupek is entitled to receive his prorated bonus in a lump sum payment at the rate of his bonus for the fiscal year of his termination. In the event that such termination of employment occurs within the first six months of the year, his prorated bonus will not exceed 50% of the maximum bonus which he could have been paid in the year immediately preceding the year of his termination of employment. In addition, he (other than in the case of his death), his spouse and his eligible dependents are entitled to receive continued healthcare coverage for one year following such termination.

If, within 12 months after a change in control, Mr. Chloupek’s employment is terminated without cause or for good reason, his employment agreement provides for the payment of the Severance Amount over the18-month period after the date of termination, however, we do not have the right to set off any amounts received by Mr. Chloupek from a new employer if he commences employment within such 18 month-period. In the event Mr. Chloupek is terminated within 12 months following a change in control, he, his spouse and his eligible dependents are entitled to receive continued healthcare coverage for one year following such termination.

NEO is bound in any agreement with the Company or its subsidiaries, with respect to any PSUs for which the performance period has not been completed, a prorated portion of the PSUs will remain outstanding and eligible to vest based on actual performance on the last day of the applicable performance period, with such proration based on the number of days the NEO was employed during the performance period relative to the total number of days of the performance period.

In the event of a change in control, the PSUs will be converted into time-vesting shares of restricted stock (the “Converted PSUs”) determined based on the greater of (x) target performance and (y) actual performance on the date of the change in control. If (a) a successor entity does not assume, convert, or replace the Converted PSUs in connection with the change in control or (b) a successor entity does assume, convert, or replace the Converted PSUs in connection with the change in control and, on or within the 24 months following the change in control, the NEO undergoes a termination by the Company without cause or by such NEO for good reason, in each case, such NEO shall fully vest in such Converted PSUs.

Cline RSA granted in respect of foregone salary.Under the terms of the Substitute RSAs issuedRSA granted to Mr. Cline in respect of Annual LQ RSAs, upon termination of an executive’shis salary foregone in 2020, in the event that (a) his employment is terminated by us without cause (as defined in our Omnibus Incentive Plan) or by the executivehim for good reason (as defined in the applicable award agreement)our Executive Severance Plan), in each case, prior toor as a change in control, the numberresult of Substitute RSAs issued in respect of Annual LQ RSAs that would have vested on the next scheduled vesting date following such termination will immediately vest. In addition, upon termination of an executive’s employment by us without cause or for good reason, in each case, on or following a change in control or upon termination of an executive’s employment due to the executive’shis death or disabilityDisability (as defined in our Omnibus Incentive Plan), or (b) a Change in Control (as defined in our Omnibus Incentive Plan) (regardless of whether prior to or on or following a changeoccurs, he will fully vest in control), all unvested Substitute RSAs issued in respect of Annual LQ RSAs will immediately vest. If the executive’s employment terminates for any reason other than as described above, all unvested Substitute RSAs issued in respect of Annual LQ RSAs will be forfeited.

Substitute Award – LQ PSUs.Under the terms of the Substitute RSAs issued in respect of LQ PSUs, upon termination of an executive’s employment by us without cause (as defined in our Omnibus Incentive Plan) or by the executive for good reason (as defined in the applicable award agreement) or a change in control occurs, all unvested Substitute RSAs issued in respect of LQ PSUs will immediately vest. If the executive’s employment terminates for any reason other than as described above, all unvested Substitute RSAs issued in respect of LQ PSUs will be forfeited.

Board and Committee Fees in 2018

Prior to thespin-off, as part of LQH, we were not historically a separate division or managed as a separate business and members of our Board of Directors received no compensation for their service. Following thespin-off, neither our employees nor those affiliated with Blackstone who serve on our Board of Directors or on

Accordingly, in April 2020, we granted to each of Messrs. Abrahamson and Isaac 5,972 immediately vested shares of our common stock, each of Messrs. Alba and Shah 7,166 immediately vested shares of our common stock and Mses. Birch and Gould and Mr. Loeb 5,176 immediately vested shares of our common stock in respect of their annual retainers earned for their service in the quarter ended March 31, 2020. In May 2020, we granted to each of Messrs. Abrahamson, Alba, Bowers, Isaac and Loeb and Mses. Birch and Gould 23,924 Director RSUs and to Mr. Shah 35,886 Director RSUs, in each case in respect of their annual equity awards. In June 2020, we granted to each of Messrs. Abrahamson and Isaac 4,454 Director DSUs, each of Messrs. Alba, Bowers and Shah 5,345 Director DSUs, and each of Mses. Birch and Gould and Mr. Loeb 3,860 Director DSUs, in each case in respect of their annual retainers earned for their service in the quarter ended June 30, 2020. In September 2020, we granted to each of Messrs. Abrahamson and Isaac 3,441 Director DSUs, each of Messrs. Alba, Bowers and Shah 4,129 Director DSUs, and each of Mses. Birch and Gould and Mr. Loeb 2,982 Director DSUs, in each case in respect of their annual retainers earned for their service in the quarter ended September 30, 2020. In December 2020, we granted to each of Messrs. Abrahamson and Isaac 2,276 Director DSUs, each of Messrs. Alba, Bowers and Shah 3,271 Director DSUs, and each of Mses. Birch and Gould and Mr. Loeb 2,362 Director DSUs, in each case in respect of their annual retainers earned for their service in the quarter ended December 31, 2020.

Consulting Agreement—Mr. Alba

On September 11, 2018, we entered into a consulting agreement (the “Consulting Agreement”) with Mr. Alba. Pursuant to the terms of the Consulting Agreement, Mr. Alba provided assistance with developing, reviewing and refining the Company’s real estate and capital deployment policies, strategies and programs, together with providing advice and assistance on such other matters relating to the Company’s business was mutually agreed from time to time and received an annual cash consulting fee of $100,000, payable in equal monthly installments. The Consulting Agreement provided for an initial one-year consulting term that extended automatically for additional one-year periods, unless the Company or Mr. Alba elected not to extend the term. The Consulting Agreement contained an indefinite covenant not to disclose confidential information. The Consulting Agreement was mutually terminated effective March 31, 2020.

Directors Deferral Plan

In February 2021, our Board of Directors adopted a deferral plan for our directors (the “Directors Deferral Plan”) pursuant to which our directors may elect to defer all of their quarterly cash retainer and/or annual RSU award (provided that for 2021, the amount of the cash retainer that may be deferred is limited to the amount received in respect of the period from and after April 1, 2021) until either (a) the first business day of a year no earlier than two years from the year for which the election is made, (b) as soon as practicable following termination of service on the Board of Directors, or (c), the earlier of (a) or (b). Under the Directors Deferral Plan, directors’ cash retainers are deferred into a number of DSUs issued pursuant to the Omnibus Incentive Plan with a fair market value equal to the amount of the cash retainer payable on the applicable payment date. Such DSUs are entitled to dividend equivalent rights.

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

The members of our Compensation Committee during 20182020 included James R. Abrahamson, Alan J. Bowers, Giovanni Cutaia, Alice E. Gould and Mitesh B. Shah. None of the members of our Compensation Committee during 20182020 has at any time been one of our executive officers or employees. None of our executive officers currently serves, or has served during the last completed fiscal year, on the compensation committee or board of directors of any other entity that has one or more executive officers serving as a member of our Board of Directors or Compensation Committee.

OWNERSHIP OF SECURITIES

The following table sets forth information regarding the beneficial ownership of shares of our common stock as of March 25, 2019April 1, 2021 by (1) each person known to us to beneficially own more than 5% of our outstanding common stock, (2) each of our directors and named executive officersNamed Executive Officers and (3) all of our directors and executive officers as a group. Beneficial ownership is determined in accordance with the rules of the SEC.