VERBAAS MARCEL 4
4 · Xenia Hotels & Resorts, Inc. · Filed Feb 26, 2026
Research Summary
AI-generated summary of this filing
Xenia Hotels CEO Marcel Verbaas Receives 55,853 LTIP Units
What Happened
- Marcel Verbaas, Chair and Chief Executive Officer of Xenia Hotels & Resorts (XHR), received a grant of 55,853 LTIP Units (a derivative award) on February 24, 2026. The award is reported as an acquisition (transaction code A) and has no cash price reported (N/A) because it is a long‑term incentive unit grant rather than an open‑market buy.
Key Details
- Transaction date: 2026-02-24; Form 4 filed: 2026-02-26.
- Award: 55,853 LTIP Units (derivative interest in XHR LP); price: N/A.
- Vesting: 33% on March 2, 2027; 33% on March 2, 2028; 34% on March 2, 2029 (earlier vesting may occur on certain terminations or a change of control).
- Post-transaction holdings: Not disclosed in the provided filing details.
- Footnotes: LTIP Units are limited partnership units in the Operating Partnership that can, upon certain conditions, achieve parity with common limited partnership units and be converted one-for-one into Common Units; Common Units are redeemable for cash based on fair market value or for an equal number of the issuer’s common shares (subject to adjustments).
- Filing timeliness: Filed two days after the transaction date; no indication in the provided data that the filing was late.
Context
- LTIP Units are a form of compensation tied to the Operating Partnership rather than an immediate cash purchase or sale. They may convert into common units (and ultimately into cash or shares) only if/when certain parity conditions are met and as they vest, so they do not immediately change the company’s public float.
- Such awards are common as executive compensation and should be viewed as compensation-related grants rather than direct market bets by the insider.
Insider Transaction Report
Form 4
VERBAAS MARCEL
DirectorSee Remarks
Transactions
- Award
LTIP Units
[F1][F2][F3]2026-02-24+55,853→ 1,576,273 total→ Common Shares (55,853 underlying)
Footnotes (3)
- [F1]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.
- [F2](continued from Footnote 1) 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.
- [F3]The LTIP Units issued pursuant to the Xenia Hotels & Resorts, Inc., XHR Holding, Inc. and XHR LP 2015 Incentive Award Plan vest 33% on March 2, 2027, 33% on March 2, 2028 and 34% on March 2, 2029, 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.
Signature
/s/ Marcel Verbaas|2026-02-26