Johnson Joseph T 4
4 · Xenia Hotels & Resorts, Inc. · Filed Feb 26, 2026
Research Summary
AI-generated summary of this filing
Xenia (XHR) SVP Joseph T. Johnson Receives 9,047 LTIP Units
What Happened
Joseph T. Johnson, Senior Vice President and Chief Accounting Officer of Xenia Hotels & Resorts (XHR), was granted 9,047 LTIP Units (derivative limited partnership units) on February 24, 2026. The filing shows no cash price (N/A) because these are performance/award units rather than an open-market purchase. These LTIP Units are not immediate common stock — they vest over time and can convert to common-equivalent units if certain parity conditions are met.
Key Details
- Transaction date: 2026-02-24; Form 4 filed 2026-02-26 (timely filing).
- Transaction type/code: Award/Grant (A). No acquisition price is reported (N/A).
- Shares/units granted: 9,047 LTIP Units (derivative award).
- Shares owned after transaction: Not specified in the provided filing details.
- Vesting schedule (per footnote): 33% vest on March 2, 2027; 33% on March 2, 2028; and 34% on March 2, 2029. Earlier vesting may occur on certain terminations or a change of control.
- Conversion/settlement notes: LTIP Units can over time achieve full parity with common limited partnership units and, if parity is reached, vested LTIP Units may convert one-for-one into common units. Common units can be redeemed for cash based on fair market value or, at Xenia’s election, converted into shares of XHR common stock.
Context: These LTIP Units are a form of equity compensation tied to the operating partnership (XHR LP). They are not immediately tradable shares and are subject to vesting and conversion conditions, so the grant is a compensation/retention event rather than a direct buy or sell signal.
Insider Transaction Report
- Award
LTIP Units
[F1][F2][F3]2026-02-24+9,047→ 122,458 total→ Common Shares (9,047 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.