Deric S. Eubanks - 03 Mar 2023 Form 4 Insider Report for Braemar Hotels & Resorts Inc. (BHR)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
07 Mar 2023, 16:03:06 UTC
Prior SEC filing
28 Dec 2022
Next SEC filing
15 Mar 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Deric S. Eubanks

Key filing fact

Deric S. Eubanks filed Form 4 for Braemar Hotels & Resorts Inc. (BHR) on 07 Mar 2023.

Key facts

  • This page summarizes Deric S. Eubanks's Form 4 filing for Braemar Hotels & Resorts Inc. (BHR).
  • 1 reported transaction and 3 derivative rows are listed below.
  • Accepted by SEC: 07 Mar 2023, 16:03.

Change

  • Previous filing in this sequence was filed on 28 Dec 2022.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

BHR holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
133,527
Date
03 Mar 2023
Ownership
Direct
BHR holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
533
Date
03 Mar 2023
Ownership
By spouse's IRA

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

BHR transaction Derivative

Performance Stock Units (2023)

Award

Transaction value
$0
Shares
+88,747
Change %
Price
$0.000000
Shares after
88,747
Date
03 Mar 2023
Ownership
Direct
Underlying class
Common Stock
Underlying amount
88,747
Exercise price
$0.000000
Footnotes
F1, F2, F5
BHR holding Derivative

Performance Stock Units (2021)

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
111,996
Date
03 Mar 2023
Ownership
Direct
Underlying class
Common Stock
Underlying amount
111,996
Exercise price
$0.000000
Footnotes
F1, F2
BHR holding Derivative

Performance LTIP Units (2022)

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
201,930
Date
03 Mar 2023
Ownership
Direct
Underlying class
Common Stock
Underlying amount
201,930
Exercise price
$0.000000
Footnotes
F3, F4
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

Each performance stock unit ("Performance Stock Unit") award represents the right, upon achievement of certain specified performance-based vesting criteria, to receive up to two (2) shares of the Issuer's common stock.

Footnote F2

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% of the target number of Performance Stock Units reported, based on achievement of specified relative and total stockholder returns of the Issuer. Assuming continued service through the vesting date and achievement of the specified relative and total stockholder returns, the Performance Stock Units, as adjusted, will generally vest on December 31, 2023 (with respect to the 2021 grant) and December 31, 2025 (with respect to the 2023 grant).

Footnote F3

Each performance LTIP unit ("Performance LTIP Unit") award represents a special long-term incentive partnership unit ("LTIP Unit"), in Braemar Hospitality Limited Partnership, the Issuer's operating subsidiary, subject to specified performance-based vesting criteria.

Footnote F4

Represents the maximum number of LTIP Units that may vest pursuant to such award of Performance LTIP Units, which is 200% of the target number of LTIP Units. The actual number of Performance LTIP Units that may vest can range from 0% to 200% of the target number of Performance LTIP Units, based on achievement of specified relative and total stockholder returns of the Issuer. Assuming continued service through the vesting date and achievement of the specified relative and total stockholder return, the Performance LTIP Units, will generally vest on December 31, 2024. Vested LTIP Units, upon achieving parity with the Common Limited Partnership Units ("Common Units"), are convertible into Common Units at the option of the Reporting Person. 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.

Footnote F5

The Reporting Person received the Performance Stock Units pursuant to a grant from the Issuer under the Issuer's Second Amended and Restated 2013 Equity Incentive Plan.

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