SEC Form 4 · accession 0000900440-15-000019

CONDOR HOSPITALITY TRUST, INC. · CDOR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — CEO · Director

Period of report

Mar 2, 2015

Accepted (ET)

Mar 4, 2015 · 4:34 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000929545

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	holding	—	—		—	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
LTIP Units^F1	—	Mar 2, 2015	A	5,263,152	A	—	—	Common Stock	657,894	5,263,152	D
Warrant^F2	—	Mar 2, 2015	A	657,894	A	Mar 2, 2015	Mar 2, 2018	Common Stock	657,894	657,894	D

F1LTIP Units are a class of limited partnership units in Supertel Limited Partnership (the "Operating Partnership"), and represent a profit interest in the Operating Partnership. The LTIP Units are earned in one-third increments upon the Company's common stock achieving price per share milestones of $3.50, $4.50 and $5.50 respectively. Earned LTIP Units vest in March 2018, or earlier upon a change in control of the Company, and convert into common operating units of the Operating Partnership, and can be redeemed at the rate of one share of the registrant's common stock for each eight earned LTIP Units for up to 657,894 shares of common stock, or an amount in cash equal to the fair market value of an equal number of shares at the Issuer's election. The LTIP Units were issued pursuant to an employment agreement dated March 2, 2015 between the Reporting Person and the Issuer.
F2The Issuer granted the Reporting Person a warrant ("Warrant") to purchase 657,894 shares of common stock at (i) $1.52 per share (the adjusted closing bid price of the common stock on Nasdaq on March 2, 2015) if he purchases at least one-third but not more than one-half of the shares on or prior to March 17, 2015, and (ii) $1.92 per share for shares purchased after March 17, 2015. The Warrant has a three-year term but will terminate earlier on March 17, 2015 if he does not exercise the Warrant for at least one-third of the shares on or by that date.