4//SEC Filing
Bennett Monty J 4
Accession 0001104659-25-020360
CIK 0001232582other
Filed
Mar 3, 7:00 PM ET
Accepted
Mar 4, 4:34 PM ET
Size
31.6 KB
Accession
0001104659-25-020360
Insider Transaction Report
Form 4
BENNETT MONTGOMERY J
DirectorChief Executive Officer
Transactions
- Disposition to Issuer
Performance LTIP Units (2022)
2025-02-28−35,020→ 13,085 total(indirect: By LLC)Exercise: $0.00From: 2024-12-31Exp: 2024-12-31→ Common Stock (13,085 underlying) - Exercise/Conversion
Special Limited Partnership Units
2025-02-28+13,085→ 13,085 total(indirect: By LLC)Exercise: $0.00→ Common Stock (13,085 underlying) - Exercise/Conversion
Performance LTIP Units (2022)
2025-02-28−13,085→ 0 total(indirect: By LLC)Exercise: $0.00From: 2024-12-31Exp: 2024-12-31→ Common Stock (0 underlying)
Holdings
- 966.8(indirect: By MJB Operating, LP)
Common Limited Partnership Units
Exercise: $0.00→ Common Stock (966.8 underlying) - 761(indirect: By MJB Investments, LP)
Common Stock
- 358(indirect: By Dartmore, LP)
Common Stock
- 8,550.4(indirect: Texas Yarrow 2021)
Special Limited Partnership Units
Exercise: $0.00→ Common Stock (8,550.4 underlying) - 714.8(indirect: By MJB Operating, LP)
Special Limited Partnership Units
Exercise: $0.00→ Common Stock (714.8 underlying) - 2,535.9(indirect: By Dartmore, LP)
Common Limited Partnership Units
Exercise: $0.00→ Common Stock (2,535.9 underlying) - 549.7(indirect: By Reserve, LP IV)
Common Limited Partnership Units
Exercise: $0.00→ Common Stock (549.7 underlying) - 471.6(indirect: By Ashford Financial Corporation)
Common Limited Partnership Units
Exercise: $0.00→ Common Stock (471.6 underlying) - 385
Common Stock
- 21,834.5(indirect: By LLC)
Performance LTIP Units (2023)
Exercise: $0.00From: 2025-12-31Exp: 2025-12-31→ Common Stock (21,834.5 underlying) - 200.3
Special Limited Partnership Units
Exercise: $0.00→ Common Stock (200.3 underlying) - 74(indirect: By Reserve, LP IV)
Common Stock
- 177.1(indirect: By MJB Investments, LP)
Common Limited Partnership Units
Exercise: $0.00→ Common Stock (177.1 underlying) - 396.8(indirect: By Reserve, LP III)
Common Limited Partnership Units
Exercise: $0.00→ Common Stock (396.8 underlying)
Footnotes (9)
- [F1]Each performance LTIP unit ("Performance LTIP Unit") award represents a special long-term incentive partnership unit ("LTIP Unit") in Ashford Hospitality Limited Partnership, the Issuer's operating subsidiary ("Subsidiary"), subject to specified performance-based vesting criteria.
- [F2]Represents the maximum number of LTIP Units that may vest pursuant to such award of Performance LTIP Units, which is 250% of the target number of LTIP Units. The actual number of Performance LTIP Units that may vest can range from 0% to 250% 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, 2024 (with respect to the 2022 grant) and December 31, 2025 (with respect to the 2023 grant). 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. See Footnote 7 discussing the convertibility of the Common Units.
- [F3]Represents 35,020 Performance LTIP Units that were forfeited due to certain performance criteria of the 2022 Performance LTIP Unit award not being met.
- [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, are convertible into Common Units at the option of the Reporting Person. See Footnote 7 discussing the convertibility of the Common Units.
- [F5]Neither the Common Units nor the LTIP Units have an expiration date.
- [F6]Reflects the aggregate number of LTIP Units held directly or indirectly by the Reporting Person, and includes LTIP Units comprising awards previously granted to, and reported by, the Reporting Person. Such LTIP Units have different grant and vesting dates and include those which (i) may have achieved parity with the Common Units, (ii) have not yet achieved parity with the Common Units, (iii) are currently vested, or (iv) have not yet vested. Such LTIP Units have been combined herein solely for reporting purposes.
- [F7]Common Limited Partnership Units of the Subsidiary ("Common 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.
- [F8]Reflects the aggregate number of Common Units currently held directly or indirectly, as noted, by the Reporting Person, some of which may have been converted from LTIP Units by the Reporting Person since the Reporting Person's most recent Form 4 or Form 5 filing. See Footnote 7 discussing the convertibility of the Common Units.
- [F9]Reflects only the Reporting Person's pecuniary interest in the aggregate number of Common Units held directly by Ashford Financial Corporation. The Reporting Person hereby disclaims any interest in all other securities of the Issuer held directly by Ashford Financial Corporation.
Documents
Issuer
ASHFORD HOSPITALITY TRUST INC
CIK 0001232582
Entity typeother
Related Parties
1- filerCIK 0001260654
Filing Metadata
- Form type
- 4
- Filed
- Mar 3, 7:00 PM ET
- Accepted
- Mar 4, 4:34 PM ET
- Size
- 31.6 KB