4//SEC Filing
Hays J Robison III 4
Accession 0001104659-25-020363
CIK 0001232582other
Filed
Mar 3, 7:00 PM ET
Accepted
Mar 4, 4:36 PM ET
Size
17.1 KB
Accession
0001104659-25-020363
Insider Transaction Report
Form 4
Hays J Robison III
Director
Transactions
- Disposition to Issuer
Performance LTIP Units (2022)
2025-02-28−27,494.75→ 10,274 totalExercise: $0.00From: 2024-12-31Exp: 2024-12-31→ Common Stock (10,274 underlying) - Exercise/Conversion
Performance LTIP Units (2022)
2025-02-28−10,274→ 0 totalExercise: $0.00From: 2024-12-31Exp: 2024-12-31→ Common Stock (0 underlying) - Exercise/Conversion
Special Limited Partnership Units
2025-02-28+10,274→ 10,274 totalExercise: $0.00→ Common Stock (10,274 underlying)
Holdings
- 10,868
Common Stock
- 8,733
Performance Stock Units (2023)
Exercise: $0.00From: 2025-12-31Exp: 2025-12-31→ Common Stock (8,733 underlying) - 468
Common Limited Partnership Units
Exercise: $0.00→ Common Stock (468 underlying)
Footnotes (10)
- [F1]Each performance stock unit ("Performance Stock Unit") award granted in 2023 represents a right to receive between 0% and 250% of the target number of Performance Stock Units reflected in the table.
- [F10]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 8 discussing the convertibility of the Common Units.
- [F2]Represents 27,494.75 shares that were forfeited due to certain performance criteria of the 2022 Performance LTIP Unit award not being met.
- [F3]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 250% 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, 2025 (with respect to the 2023 grant).
- [F4]Each performance LTIP unit ("Performance LTIP Unit") award represents a special long-term incentive partnership unit ("LTIP Units") in Ashford Hospitality Limited Partnership, the Issuer's operating subsidiary ("Subsidiary") subject to specified performance-based vesting criteria.
- [F5]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. See Footnote 6 discussing the convertibility of vested LTIP Units.
- [F6]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 8 discussing the convertibility of the Common Units.
- [F7]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.
- [F8]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.
- [F9]Neither the Common Units nor the LTIP Units have an expiration date.
Documents
Issuer
ASHFORD HOSPITALITY TRUST INC
CIK 0001232582
Entity typeother
Related Parties
1- filerCIK 0001623909
Filing Metadata
- Form type
- 4
- Filed
- Mar 3, 7:00 PM ET
- Accepted
- Mar 4, 4:36 PM ET
- Size
- 17.1 KB