4//SEC Filing
BLOOM BARRY A N 4
Accession 0001616000-21-000036
CIK 0001616000other
Filed
Mar 2, 7:00 PM ET
Accepted
Mar 3, 4:42 PM ET
Size
9.3 KB
Accession
0001616000-21-000036
Insider Transaction Report
Form 4
BLOOM BARRY A N
See Remarks
Transactions
- Sale
Common Stock
2021-03-01$19.46/sh−36,998$719,907→ 20,137 total - Award
LTIP Units
2021-03-01+20,423→ 718,004 total→ Common Shares (20,423 underlying)
Footnotes (5)
- [F1]The sales reported in this Form-4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 8, 2020.
- [F2]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.05 to $20.45, inclusive, pursuant to the reporting person's Rule 10b5-1 trading plan. The reporting person undertakes to provide Xenia Hotels & Resorts, Inc., any security holder of Xenia Hotels & Resorts, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (2) to this Form 4.
- [F3]LTIP Units are a class of limited partnership units in XHR LP (the "Operating Partnership"), of which the Issuer's wholly-owned subsidiary is the general partner. Initially, the LTIP Units do not have full parity with common limited partnership units of the Operating Partnership ("Common Units") with respect to liquidating distributions. However, upon the occurrence of certain events described in the Operating Partnership's partnership agreement, the LTIP Units can over time achieve full parity with the Common Units for all purposes. If such parity is reached, vested LTIP Units may be converted into an equal number of Common Units on a one for one basis at any time at the request of the Reporting Person or the general partner of the Operating Partnership.
- [F4](continued from Footnote 3) Common Units are redeemable for cash based on the fair market value of an equivalent number of shares of the Issuer's common stock, or, at the election of the Issuer, an equal number of shares of the Issuer's common stock, each subject to adjustment in the event of stock splits, specified extraordinary distributions or similar events.
- [F5]The LTIP Units were issued pursuant to the Xenia Hotels & Resorts, Inc., XHR Holding, Inc. and XHR LP 2015 Incentive Award Plan and vest 33% on March 2, 2022, 33% on March 2, 2023 and 34% on March 2, 2024, subject to earlier vesting upon certain terminations of the Reporting Person's employment or a change of control of the Issuer, in each case as described in the award agreement.
Documents
Issuer
Xenia Hotels & Resorts, Inc.
CIK 0001616000
Entity typeother
Related Parties
1- filerCIK 0001282204
Filing Metadata
- Form type
- 4
- Filed
- Mar 2, 7:00 PM ET
- Accepted
- Mar 3, 4:42 PM ET
- Size
- 9.3 KB