SEC Form 4 · accession 0000909143-17-000059
ASHFORD HOSPITALITY TRUST INC · AHT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Fred J Kleisner
Director
Period of report
May 16, 2017
Accepted (ET)
May 18, 2017 · 6:50 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 Stock | holding | — | — | — | 10,166 | D |
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,F4,F3 | $0.00 | May 16, 2017 | A | 16,151 | A | — | — | Common Stock | — | 16,151 | 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 15, 2017, was 0.9428682274 shares of the Issuer's common stock for each Common Unit.
- F2The Reporting Person received the LTIP Units award reported herein under the Issuer's 2011 Stock Incentive Plan upon the Reporting Person's re-election to the Issuer's Board of Directors.
- F3The LTIP Units have no expiration date.
- F4Per LTIP Unit purchase price.