SEC Form 4 · accession 0001104659-19-012465
ASHFORD HOSPITALITY TRUST INC · AHT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert G. Haiman
Officer — Exec. VP, GC and Secretary
Period of report
Feb 28, 2019
Accepted (ET)
Mar 4, 2019 · 4:15 pm EST
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 StockF1,F2 | Feb 28, 2019 | A | 61,978 | $0.00 | A | 97,190 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock Units (2019)F3,F4,F5 | $0.00 | Feb 28, 2019 | A | 61,978 | A | Dec 31, 2021 | Dec 31, 2021 | Common Stock | 61,978 | 61,978 | D |
Explanation of responses
- F1The Reporting Person received the shares pursuant to a stock grant from the Issuer under the Issuer's 2011 Stock Incentive Plan. Such shares vest in three (3) substantially equal installments on the first three (3) anniversaries following the date of grant.
- F2The shares of Common Stock include 22,159 unvested time-based restricted stock awards granted pursuant to the Remington Hotels, LLC Ashford Stock Plan of which 12,330 of the shares will vest on March 15, 2019, 6,557 of the shares will vest on March 15, 2020 and 3,272 of the shares will vest on March 15, 2021.
- F3Each performance stock unit ("Performance Stock Unit") award represents a right to receive between zero (0) and two (2) shares of the Issuer's common stock if and when the applicable vesting criteria have been achieved.
- F4The Reporting Person received the Performance Stock Units pursuant to a grant from the Issuer under the Issuer's 2011 Stock Incentive Plan.
- F5Represents the target number of common stock shares that may be issued pursuant to the award of Performance Stock Units. The actual number of shares of common stock to be issued upon vesting can range from 0% to 200% of the target number of Performance Stock Units reported, based on achievement of specified relative and total stockholder returns of the Issuer. Assuming continued service through the vesting date and achievement of the specified relative and total stockholder returns, the Performance Stock Units, as adjusted, will generally vest on December 31, 2021 with respect to the 2019 Performance Stock Units award.