4//SEC Filing
Haiman Robert G. 4
Accession 0001104659-20-046502
CIK 0001232582other
Filed
Apr 13, 8:00 PM ET
Accepted
Apr 14, 8:13 PM ET
Size
12.2 KB
Accession
0001104659-20-046502
Insider Transaction Report
Form 4
Haiman Robert G.
Exec. VP, GC and Secretary
Transactions
- Tax Payment
Common Stock
2020-03-13$1.12/sh−3,271$3,664→ 77,730 total
Holdings
- 200,000
Performance LTIP Units (2020)
Exercise: $0.00From: 2022-12-31Exp: 2022-12-31→ Common Stock (200,000 underlying) - 61,978
Performance Stock Units (2019)
Exercise: $0.00From: 2021-12-31Exp: 2021-12-31→ Common Stock (61,978 underlying) - 100,000
Special Limited Partnership Units
Exercise: $0.00→ Common Stock (100,000 underlying)
Footnotes (9)
- [F1]Represents shares of common stock forfeited to the Issuer to satisfy certain tax-withholding obligations of the Reporting Person arising as a result of the vesting of restricted stock held by the Reporting Person. Represents the closing price of the common stock on March 12, 2020, the last trading day before the date of forfeiture.
- [F2]Each performance LTIP unit ("Performance LTIP Unit") award represents an LTIP Unit (as defined below) subject to specified performance-based vesting criteria.
- [F3]Represents the maximum number of LTIP Units that may vest pursuant to such award of Performance LTIP Units, which is 200% of the target number of LTIP Units. The actual number of Performance LTIP Units that may vest can range from 0% to 200% of the target number of Performance LTIP Units, based on achievement of specified relative and total stockholder returns of the Issuer. Assuming continued service through the vesting date and achievement of the specified relative and total stockholder return, the Performance LTIP Units, will generally vest on December 31, 2022 (with respect to the 2020 grant). See Footnote 4 discussing the convertibility of vested LTIP Units. One-third of the Performance LTIP Units granted in 2020 will be eligible to vest (at up to 200% of target) based on performance during the first year of the performance period.
- [F4]Represents special long-term incentive partnership units ("LTIP Units") in Ashford Hospitality Limited Partnership, the Issuer's operating subsidiary ("Subsidiary"). Vested LTIP Units, upon achieving parity with the Common Units (as defined below), are convertible into Common Units at the option of the Reporting Person. Common Limited Partnership Units ("Common Units") are redeemable for cash or, at the option of the Issuer, convertible into shares of the Issuer's common stock on a 1-for-1 basis.
- [F5]The LTIP Units reported herein vest in three (3) substantially equal installments on the first three (3) anniversaries of the date of grant. See Footnote 4 discussing the convertibility of vested LTIP Units.
- [F6]Neither the Common Units nor the LTIP Units have an expiration date.
- [F7]Reflects the aggregate number of LTIP Units held by the Reporting Person following the LTIP Units award reported herein. See Footnote 4 discussing convertibility of LTIP Units.
- [F8]Each performance stock unit ("Performance Stock Unit") award represents a right to receive between zero (0) and two (2) shares of the Issuer's common stock if and when the applicable vesting criteria have been achieved.
- [F9]Represents the target number of common stock shares that may be issued pursuant to the award of Performance Stock Units. The actual number of shares of common stock to be issued upon vesting can range from 0% to 200% of the target number of Performance Stock Units reported, based on achievement of specified relative and total stockholder returns of the Issuer. Assuming continued service through the vesting date and achievement of the specified relative and total stockholder returns, the Performance Stock Units, as adjusted, will generally vest on December 31, 2021 (with respect to the 2019 grant).
Documents
Issuer
ASHFORD HOSPITALITY TRUST INC
CIK 0001232582
Entity typeother
Related Parties
1- filerCIK 0001740897
Filing Metadata
- Form type
- 4
- Filed
- Apr 13, 8:00 PM ET
- Accepted
- Apr 14, 8:13 PM ET
- Size
- 12.2 KB