TALLIS ALAN 4

4 · ASHFORD HOSPITALITY TRUST INC · Filed Dec 17, 2020

Form 4

Period: 2020-11-25

Director

Transactions

Sale
7.375% Series F Cumulative Preferred Stock
[F2]
2020-11-25−2,087→ 0 total(indirect: By Trust)
Sale
7.375% Series F Cumulative Preferred Stock
[F2]
2020-11-25−2,087→ 0 total(indirect: By Trust)
Purchase
Common Stock
[F2]
2020-11-25+11,645→ 21,949 total(indirect: By Trust)
Purchase
Common Stock
[F2]
2020-11-25+11,645→ 11,645 total(indirect: By Trust)
Award
Special Limited Partnership Units
[F3][F4][F5][F6]
2020-12-15$3.70/sh+6,661$24,646→ 28,675 total
Exercise: $0.00→ Common Stock

Holdings

Footnotes (6)

[F1]The 2,087 shares reported herein were not adjusted pursuant to the Issuer's reverse stock split as previously reported.
[F2]The Reporting Person disposed of 2,087 shares of 7.375% Series F Cumulative Preferred Stock in exchange for 11,645 shares of common stock in an issuer exchange offer.
[F3]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 Limited Partnership Units of the Subsidiary ("Common Units"), are convertible into Common Units at the option of the Reporting Person. See Footnote 6 discussing the convertibility of Common Units.
[F4]The LTIP Units were issued to the Reporting Person under the Issuer's 2011 Stock Incentive Plan in lieu of certain cash retainer fees and were fully vested upon grant.
[F5]Neither the LTIP Units nor the Common Units have an expiration date.
[F6]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 as described in Amendment No. 5 to the Seventh Amended and Restated Agreement of the Limited Partnership dated December 13, 2017.

Signature

/s/ ALAN TALLIS|2020-12-17

Documents

1 file