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SHAH ATISH 4

Accession 0001616000-23-000084

CIK 0001616000other

Filed

Nov 7, 7:00 PM ET

Accepted

Nov 8, 4:42 PM ET

Size

8.5 KB

Accession

0001616000-23-000084

Insider Transaction Report

Form 4
Period: 2023-11-08
SHAH ATISH
See remarks
Transactions
  • Exercise/Conversion

    LTIP Units

    2023-11-08232,91740,009 total
    Common Shares (232,917 underlying)
  • Exercise/Conversion

    Common Shares

    2023-11-08+151,396327,979 total
Footnotes (3)
  • [F1]On November 8, 2023, the Reporting Person converted 232,917 vested LTIP Units, a class of limited partnership units in XHR LP (the "Operating Partnership"), of which the Issuer's wholly-owned subsidiary is the general partner, into common limited partnership units of the Operating Partnership ("Common Units") on a one-for-one basis and subsequently tendered all 232,917 Common Units to the Operating Partnership for redemption. At the Issuer's election, 151,396 of the Common Units were redeemed for an aggregate of 151,396 shares of the Issuer's common stock and 81,521 Common Units were redeemed for cash.
  • [F2]LTIP Units are a class of limited partnership units in the Operating Partnership, of which the Issuer's wholly-owned subsidiary is the general partner. Initially, LTIP Units do not have full parity with Common Units with respect to liquidating distributions. However, upon the occurrence of certain events described in the Operating Partnership's operating agreement, the LTIP Units can over time achieve full parity with the Common Units for all purposes. If such parity is reached, vested LITP 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.
  • [F3](continued from Footnote 2) 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.

Issuer

Xenia Hotels & Resorts, Inc.

CIK 0001616000

Entity typeother

Related Parties

1
  • filerCIK 0001640141

Filing Metadata

Form type
4
Filed
Nov 7, 7:00 PM ET
Accepted
Nov 8, 4:42 PM ET
Size
8.5 KB