SEC Form 4 · accession 0000909143-16-000073
ASHFORD HOSPITALITY TRUST INC · AHT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Benjamin J Ansell M.D.
Director
Period of report
May 12, 2016
Accepted (ET)
May 16, 2016 · 3:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001232582
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF4 | May 12, 2016 | P | 5,800 | $5.66 | A | 52,800 | D | |
| Common StockF4 | holding | — | — | — | 103,200 | I | By Ansell Family Trust | |
| Common Stock | holding | — | — | — | 12,313 | I | By Benjamin J. Ansell, as Trustee FBO of Benjamin Ansell GST Trust under Agreement dated 1/2/2003. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Special Limited Partnership UnitsF1,F3,F2 | $0.00 | holding | — | — | — | — | — | Common Stock | 23,380 | 24,632 | D |
Explanation of responses
- F1Special long-term incentive partnership units ("LTIP Units") in Ashford Hospitality Limited Partnership, the Issuer's operating subsidiary ("Subsidiary"). Vested LTIP Units, upon achieving parity with the Common Limited Partnership Units of the Subsidiary ("Common Units"), are convertible into Common Units at the option of the Reporting Person. Common Units are redeemable for cash or, at the option of the Issuer, convertible into shares of the Issuer's common stock based on a conversion ratio described in the partnership agreement of Subsidiary, which, on May 12, 2016, was 0.9491845949 shares of the Issuer's common stock for each Common Unit.
- F2The LTIP Units have no expiration date.
- F3Reflects all LTIP Units held by the Reporting Person having different grant dates and vesting terms, some of which have achieved parity with the Common Units.
- F4Reflects prior transfer of 5,500 shares from direct holding to indirect holding (through Ansell Family Trust).