Robertston Walter S III 4

What Happened Robertston Walter S III, a director of Sotherly Hotels Inc. (SOHO), disposed of 5,250 shares on February 12, 2026. The shares were converted into cash at $2.25 per share under the company’s merger, generating total proceeds of $11,813. This was a disposition driven by the Merger (not an open-market sale).

Key Details

• Transaction date: February 12, 2026; Price: $2.25 per share; Total: $11,813.
• Transaction type: Disposition to the issuer (D) — shares converted into cash as Merger Consideration.
• Footnote: Merger Agreement dated Oct 24, 2025 — each share was converted into $2.25 cash at the Effective Time (Feb 12, 2026); disposition was approved by the board as contemplated by Rule 16b-3.
• Shares owned after transaction: Not specified in the provided filing details.
• Filing: Form 4 filed with accession 0001193125-26-047913 on Feb 12, 2026 (same day as the transaction), indicating a timely report.

Context This disposition resulted from a corporate merger in which Sotherly Hotels became a subsidiary and common shares were cashed out at a fixed price. Such merger-driven conversions are routine corporate actions and do not necessarily reflect an insider’s personal trading decision or sentiment.