Johnson Rebeca M 4
4 · Braemar Hotels & Resorts Inc. · Filed Jun 17, 2025
Insider Transaction Report
Form 4
Johnson Rebeca M
Director
Transactions
- Award
Common Stock
2025-06-13+14,925→ 29,850 total - Disposition to Issuer
LTIP Units
2025-06-13−14,925→ 14,925 total→ Common Stock (14,925 underlying)
Footnotes (3)
- [F1]On June 13, 2025, the Reporting Person entered into an Exchange Agreement (the "Exchange Agreement") with the Issuer pursuant to which the Reporting Person exchanged a number of vested LTIP Units (as defined below) for an equal number of shares of common stock in a Rule 16b-3 exempt transaction. No other consideration was involved in connection with the Exchange Agreement
- [F2]Represented special long-term incentive partnership units ("LTIP Units") in Braemar Hospitality Limited Partnership, the Issuer's operating subsidiary ("Subsidiary"). Vested LTIP Units, upon achieving parity with the Common Limited Partnership Units of the Subsidiary ("Common Partnership Units"), are convertible into Common Partnership Units at the option of the Reporting Person. Common Partnership 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.
- [F3]Neither the Common Partnership Unites nor vested LTIP Units have an expiration date.