RLJ Lodging Trust·4

Feb 24, 4:17 PM ET

JOHNSON ROBERT L 4

4 · RLJ Lodging Trust · Filed Feb 24, 2026

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RLJ (RLJ) Exec Chairman Robert L. Johnson Receives 92,952-Share Award

What Happened
Robert L. Johnson, Executive Chairman and a director of RLJ Lodging Trust (RLJ), was granted 92,952 restricted shares on February 20, 2026. The award was priced at $8.23 per share for a total grant value of $764,995. These are compensation awards (transaction code A), not open-market purchases or sales.

Key Details

  • Transaction date: 2026-02-20; filing date: 2026-02-24 (filed within the standard reporting window).
  • Shares granted: 92,952; grant price: $8.23; total value: $764,995.
  • Vesting: Restricted shares vest ratably over three years on each annual anniversary of the grant (per Footnote 1).
  • Plan: Granted under the RLJ Lodging Trust 2021 Equity Incentive Plan.
  • OP Units: Footnotes note that “OP Units” are limited partner interests of the operating partnership, redeemable after one year for cash equal to market value or, at the issuer’s election, for common shares; OP Units referenced are immediately redeemable subject to partnership limitations (Footnotes 2–3).
  • Shares owned after the transaction: Not specified in the filing.
  • No indication of a sale, tax-withholding disposition, 10b5-1 plan, or cashless exercise in this filing.

Context
This is a standard executive compensation grant designed to retain and align management with shareholders; such awards are common and reflect compensation policy rather than a direct personal market bet. OP Units, when used, function like limited partner units that can be redeemed for cash or converted into common shares per the partnership terms.

Insider Transaction Report

Form 4
Period: 2026-02-20
JOHNSON ROBERT L
DirectorExecutive Chairman
Transactions
  • Award

    Common Shares

    [F1]
    2026-02-20$8.23/sh+92,952$764,9951,568,562 total
Holdings
  • OP Units

    [F2][F3]
    Common Stock (335,250 underlying)
    335,250
Footnotes (3)
  • [F1]These restricted shares, vesting ratably over three years on the yearly anniversary of the date of grant, were granted to the reporting person pursuant to the RLJ Lodging Trust 2021 Equity Incentive Plan.
  • [F2]"OP Units" represent limited partner interests of RLJ Lodging Trust, L.P., the operating partnership (the "OP") of the Issuer, of which the Issuer is the sole general partner. OP Units are redeemable beginning one year after the date of issuance for cash equal to the then current market value of one common share of the Issuer or, at the election of the Issuer, an equal number of common shares of the Issuer.
  • [F3]All of these OP Units are immediately redeemable (subject to certain limitations set forth in the agreement of limited partnership of the OP). OP Units have no expiration date.
Signature
/s/ Leslie D. Hale, Attorney-in-Fact|2026-02-24

Documents

1 file
  • 4
    form4.xmlPrimary

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES