Monty J. Bennett - Mar 6, 2024 Form 4 Insider Report for ASHFORD HOSPITALITY TRUST INC (AHT)

Role
Director
Signature
/s/ Monty J. Bennett
Stock symbol
AHT
Transactions as of
Mar 6, 2024
Transactions value $
$0
Form type
4
Date filed
3/8/2024, 05:59 PM
Previous filing
Feb 8, 2024
Next filing
Mar 26, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding AHT Common Stock 3.84K Mar 6, 2024 Direct
holding AHT Common Stock 7.61K Mar 6, 2024 By MJB Investments, LP
holding AHT Common Stock 3.58K Mar 6, 2024 By Dartmore, LP
holding AHT Common Stock 740 Mar 6, 2024 By Reserve, LP IV

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
transaction AHT Performance LTIP Units (2021) Disposed to Issuer -85.5K -70% 36.6K Mar 6, 2024 Common Stock 36.6K $0.00 Texas Yarrow 2021 F1, F2, F3
transaction AHT Performance LTIP Units (2021) Options Exercise -36.6K -100% 0 Mar 6, 2024 Common Stock 0 $0.00 Texas Yarrow 2021 F1
transaction AHT Special Limited Partnership Units Options Exercise +36.6K +75% 85.5K Mar 6, 2024 Common Stock 36.6K $0.00 Texas Yarrow 2021 F4, F5, F6, F7
holding AHT Performance LTIP Units (2023) 218K Mar 6, 2024 Common Stock 218K $0.00 Direct F1, F2
holding AHT Performance LTIP Units (2022) 481K Mar 6, 2024 Common Stock 481K $0.00 Texas Yarrow LLC - 2022 PS F1, F2
holding AHT Special Limited Partnership Units 2K Mar 6, 2024 Common Stock 2K $0.00 Direct F4, F5, F6, F7
holding AHT Special Limited Partnership Units 7.15K Mar 6, 2024 Common Stock 7.15K $0.00 By MJB Operating, LP F4, F5, F6, F7
holding AHT Common Limited Partnership Units 9.67K Mar 6, 2024 Common Stock 9.67K $0.00 By MJB Operating, LP F6, F8, F9
holding AHT Common Limited Partnership Units 25.4K Mar 6, 2024 Common Stock 25.4K $0.00 By Dartmore, LP F6, F8, F9
holding AHT Common Limited Partnership Units 1.77K Mar 6, 2024 Common Stock 1.77K $0.00 By MJB Investments, LP F6, F8, F9
holding AHT Common Limited Partnership Units 5.5K Mar 6, 2024 Common Stock 5.5K $0.00 By Reserve, LP IV F6, F8, F9
holding AHT Common Limited Partnership Units 3.97K Mar 6, 2024 Common Stock 3.97K $0.00 By Reserve, LP III F6, F8, F9
holding AHT Common Limited Partnership Units 4.72K Mar 6, 2024 Common Stock 4.72K $0.00 By Ashford Financial Corporation F6, F8, F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each performance LTIP unit ("Performance LTIP Unit") award represents a special long-term incentive partnership unit ("LTIP Unit") in Ashford Hospitality Limited Partnership, the Issuer's operating subsidiary ("Subsidiary"), subject to specified performance-based vesting criteria.
F2 Represents the maximum number of LTIP Units that may vest pursuant to such award of Performance LTIP Units, which is 250% of the target number of LTIP Units. The actual number of Performance LTIP Units that may vest can range from 0% to 250% 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, 2023 (with respect to the 2021 grant), December 31, 2024 (with respect to the 2022 grant) and December 31, 2025 (with respect to the 2023 grant). Vested LTIP Units, upon achieving parity with the Common Units (as defined below), are convertible into Common Units at the option of the Reporting Person. See Footnote 8 discussing the convertibility of the Common Units.
F3 Represents 85,504.75 Performance LTIP Units that were forfeited due to certain performance criteria of the 2021 Performance Stock Unit award not being met.
F4 Represents special long-term incentive partnership units ("LTIP Units") in Ashford Hospitality Limited Partnership, the Issuer's operating subsidiary ("Subsidiary"). Vested LTIP Units, upon achieving parity with the Common Units, are convertible into Common Units at the option of the Reporting Person. See Footnote 8 discussing the convertibility of the Common Units.
F5 The LTIP Units reported herein vest in three (3) substantially equal installments on the first three (3) anniversaries of the date of grant. See Footnote 4 discussing the convertibility of vested LTIP Units.
F6 Neither the Common Units nor the LTIP Units have an expiration date.
F7 Reflects the aggregate number of LTIP Units held directly or indirectly by the Reporting Person, and includes LTIP Units comprising awards previously granted to, and reported by, the Reporting Person. Such LTIP Units have different grant and vesting dates and include those which (i) may have achieved parity with the Common Units, (ii) have not yet achieved parity with the Common Units, (iii) are currently vested, or (iv) have not yet vested. Such LTIP Units have been combined herein solely for reporting purposes.
F8 Common Limited Partnership Units of the Subsidiary ("Common Units"). 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.
F9 Reflects the aggregate number of Common Units currently held directly or indirectly, as noted, by the Reporting Person, some of which may have been converted from LTIP Units by the Reporting Person since the Reporting Person's most recent Form 4 or Form 5 filing. See Footnote 8 discussing the convertibility of the Common Units.
F10 Reflects only the Reporting Person's pecuniary interest in the aggregate number of Common Units held directly by Ashford Financial Corporation. The Reporting Person hereby disclaims any interest in all other securities of the Issuer held directly by Ashford Financial Corporation.