SEC Form 4 · accession 0001209191-15-010330
Xenia Hotels & Resorts, Inc. · XHR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Philip A. Wade
Officer — See Remarks
Period of report
Feb 4, 2015
Accepted (ET)
Feb 6, 2015 · 4:16 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001616000
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Share UnitsF1,F2 | $0.00 | Feb 4, 2015 | A | 13,360 | A | Mar 12, 2017 | Mar 12, 2017 | Common Stock | 13,360 | 13,360 | D |
| Share UnitsF1,F3 | $0.00 | Feb 4, 2015 | A | 16,985 | A | — | — | Common Stock | 16,985 | 16,985 | D |
Explanation of responses
- F1Each share unit represents the contingent right to receive one share of Common Stock.
- F2The annual share units issued under the Xenia Hotels & Resorts, Inc. 2014 Share Unit Plan (the "2014 Share Unit Plan") vest and become payable on March 12, 2017. The annual share units will be settled in Common Stock or the cash equivalent thereof upon vesting, subject to earlier settlement upon termination of the Reporting Person's employment with the Issuer by the Reporting Person for Good Reason (as defined in the award agreement or the 2014 Share Unit Plan) or by the Issuer without Cause (as defined in the award agreement or the 2014 Share Unit Plan), and subject to earlier settlement in cash upon the Reporting Person's death or disability.
- F3The contingent share units issued under the 2014 Share Unit Plan vest and become payable in three equal annual installments beginning on February 4, 2016. The contingent share units will be settled in Common Stock or the cash equivalent thereof upon vesting, subject to earlier settlement upon termination of the Reporting Person's employment with the Issuer by the Reporting Person for Good Reason (as defined in the award agreement or the 2014 Share Unit Plan) or by the Issuer without Cause (as defined in the award agreement or the 2014 Share Unit Plan), and subject to earlier settlement in cash upon the Reporting Person's death or disability.
Remarks
Senior Vice President and Chief Investment Officer