Mark Nunneley - Feb 28, 2022 Form 4 Insider Report for ASHFORD HOSPITALITY TRUST INC (AHT)

Role: Chief Accounting Officer
Signature: /s/ Mark Nunneley
Stock symbol: AHT
Transactions as of: Feb 28, 2022
Transactions value $: -$502
Form type: 4
Date filed: 3/2/2022, 08:43 PM
Previous filing: Sep 14, 2021
Next filing: Mar 15, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AHT	Common Stock	Tax liability	-$502	-58	-0.46%	$8.65	12.7K	Feb 28, 2022	Direct	F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	AHT	Common Limited Partnership Units						4.72K	Feb 28, 2022	Common Stock		$0.00	Direct	F3, F4, F5, F6
holding	AHT	Performance Stock Units (2021)						12.2K	Feb 28, 2022	Common Stock	12.2K	$0.00	Direct	F3, F7
holding	AHT	Performance Stock Units (2020)						500	Feb 28, 2022	Common Stock	500	$0.00	Direct	F3, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents shares of common stock forfeited to the Issuer to satisfy certain tax-withholding obligations of the Reporting Person arising as a result of the vesting of restricted stock held by the Reporting Person.
F2	Represents the closing price of the common stock on February 25, 2022, the last trading day before the date of forfeiture.
F3	The shares shown have been adjusted to reflect the Issuer's reverse stock split of its outstanding shares of common stock on a 1-for-10 basis that occurred on July 16, 2021.
F4	Common Limited Partnership Units ("Common Units") of Ashford Hospitality Limited Partnership, the Issuer's operating subsidiary (the "Subsidiary"). Common Units are redeemable for cash or, at the option of the Issuer, convertible into shares of the Issuer's common stock on a 1-for-1 basis.
F5	The Common Units do not have an expiration date.
F6	Reflects aggregate number of Common Units currently held by the Reporting Person, some of which have been converted from special long-term incentive partnership units of the Subsidiary by the Reporting Person. See Footnote 4 discussing the convertibility of the Common Units.
F7	Represents 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% (in the case of 2020 Performance Stock Units) or 0% to 250% (in the case of 2021 Performance Stock Units) of the target number of Performance Stock Units reported, based on achievement of specified performance metrics. Assuming continued service through the vesting date and minimum achievement of the specified performance metrics, the Performance Stock Units will generally vest on December 31, 2022 (with respect to the 2020 grant) and December 31, 2023 (with respect to the 2021 grant).