SEC Form 4 · accession 0001616000-16-000074
Xenia Hotels & Resorts, Inc. · XHR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew J Welch
Officer — See Remarks
Period of report
Feb 4, 2016
Accepted (ET)
Feb 8, 2016 · 5:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001616000
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 4, 2016 | M | 8,530 | — | A | 14,476 | D | |
| Common Stock | Feb 4, 2016 | F | 2,570 | $14.15 | D | 11,906 | D |
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 | — | Feb 4, 2016 | M | 8,530 | D | Feb 4, 2016 | Feb 4, 2016 | Common Stock | 8,530 | 17,317 | D |
Explanation of responses
- F1Each share unit represents the contingent right to receive one share of Common Stock. This transaction represents the settlement in shares of Common Stock of vested contingent share units issued under the Xenia Hotels & Resorts, Inc. 2014 Share Unit Plan (the "2014 Share Unit Plan").
- F2The remaining contingent share units vest and become payable in two equal annual installments beginning on February 4, 2017. 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
Executive Vice President, Chief Financial Officer and Treasurer