Kessel Taylor C. 4
4 · Xenia Hotels & Resorts, Inc. · Filed Feb 26, 2026
Research Summary
AI-generated summary of this filing
Xenia (XHR) SVP General Counsel Kessel Receives Award
What Happened
Kessel Taylor C., Senior Vice President — General Counsel of Xenia Hotels & Resorts (XHR), was granted 14,160 LTIP Units (a derivative award tied to the company's operating partnership) on February 24, 2026. No purchase price or cash value is reported in the filing (listed as N/A); this was a compensation award rather than an open‑market purchase or sale.
Key Details
- Transaction date: 2026-02-24; Form 4 filed 2026-02-26 (filed timely).
- Transaction type: Award/Grant of LTIP Units (derivative instrument), 14,160 units; price/value: N/A in filing.
- Shares/units owned after transaction: Not specified in the filing.
- Vesting: LTIP Units vest 33% on March 2, 2027; 33% on March 2, 2028; 34% on March 2, 2029 (subject to earlier vesting on certain terminations or a change in control).
- Conversion/settlement: LTIP Units are limited partnership units that can, upon meeting certain conditions, achieve parity with common units and be converted 1:1 to common units; common units may be redeemable for cash equal to the fair market value of equivalent shares or exchanged for shares (per footnotes).
Context
This was a standard equity compensation grant (derivative LTIP units) for an executive; such awards are part of long‑term incentive pay and do not represent an open‑market trade or an explicit buying/selling signal. The award vests over multiple years and may convert into operating partnership/common units under conditions described in the partnership agreement.
Insider Transaction Report
- Award
LTIP Units
[F1][F2][F3]2026-02-24+14,160→ 182,693 total→ Common Shares (14,160 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.