SEC Form 4 · accession 0001209191-18-060472
LaSalle Hotel Properties · LHO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael D Barnello
Officer — President and CEO · Director
Period of report
Nov 30, 2018
Accepted (ET)
Nov 30, 2018 · 7:02 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001053532
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common shares of beneficial interestF1 | Nov 30, 2018 | A | 357,140 | — | A | 607,939 | D | |
| Common shares of beneficial interestF3 | Nov 30, 2018 | D | 607,939 | — | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to the Agreement and Plan of Merger, dated as of September 6, 2018, as amended on September 18, 2018 (the "Merger Agreement"), by and among Pebblebrook Hotel Trust, Pebblebrook Hotel, L.P., Ping Merger Sub, LLC, Ping Merger OP, LP, LaSalle Hotel Properties and LaSalle Hotel Operating Partnership, L.P., 357,140 performance share awards became earned and vested immediately prior to the Company Merger Effective Time (as defined in the Merger Agreement). The performance share awards were granted to the reporting person by the Issuer's Board of Trustees on March 18, 2016, March 23, 2017 and March 21, 2018. Pursuant to the terms of the Merger Agreement, the reporting person earned 180% of the target number of shares pursuant to the performance share awards.
- F2Disposed of pursuant to the Merger Agreement.
- F3Pursuant to the Merger Agreement, each outstanding common share held by the reporting person was converted into the right to receive the Merger Consideration (as defined in the Merger Agreement), less required tax withholdings (including 93,820 restricted common shares and 357,140 performance share awards that vested immediately prior to the Company Merger Effective Time and were cancelled in exchange for the right to submit an election and receive the Merger Consideration, less any required tax withholdings).