SEC Form 4 · accession 0000909143-16-000092
Braemar Hotels & Resorts Inc. · BHR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stefani D Carter
Director
Period of report
Jun 10, 2016
Accepted (ET)
Jun 14, 2016 · 12:51 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001574085
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 6,400 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP UnitsF1,F4,F5,F2,F3 | $0.00 | Jun 10, 2016 | A | 3,200 | A | — | — | Common Stock | 3,200 | 6,400 | D |
Explanation of responses
- F1Fully vested long-term incentive partnership units ("LTIP Units") in Ashford Hospitality Prime Limited Partnership, the Issuer's operating subsidiary ("Subsidiary"). Vested LTIP Units, upon achieving parity with the Common Limited Partnership Units of the Subsidiary ("Common Partnership Units"), are convertible into Common Partnership Units at the option of the Reporting Person. Common Partnership Units are redeemable for cash or, at the option of the Issuer, convertible into shares of the Issuer's common stock based on a 1-for-1 basis.
- F2The LTIP Units were issued under the Issuer's 2013 Equity Incentive Plan.
- F3The LTIP Units have no expiration date.
- F4Per LTIP Unit purchase price.
- F5Reflects all LTIP Units held by the Reporting Person having different grant dates and vesting terms, some of which have achieved parity with the Common Partnership Units.