Jon E. Bortz - Feb 17, 2023 Form 4 Insider Report for Pebblebrook Hotel Trust (PEB)

Role: Chairman and CEO, Director
Signature: /s/ Andrew H. Dittamo, as attorney-in-fact, for Jon E Bortz
Stock symbol: PEB
Transactions as of: Feb 17, 2023
Transactions value $: -$304,725
Form type: 4
Date filed: 2/22/2023, 03:40 PM
Previous filing: Jan 4, 2023
Next filing: Mar 2, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PEB	Common Shares	Award	$0	+42.2K	+4.3%	$0.00	1.02M	Feb 17, 2023	Direct	F1
transaction	PEB	Common Shares	Tax liability	-$305K	-20.3K	-1.98%	$15.04	1M	Feb 17, 2023	Direct	F2
holding	PEB	Common Shares						200K	Feb 17, 2023	By wife	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
transaction	PEB	LTIP Class B Units	Award	$0	+92.2K	+42.67%	$0.00	308K	Feb 17, 2023	Common Shares	92.2K		Direct	F4

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

Explanation of Responses:

Id	Content
F1	The Common Shares were issued to the reporting person upon certification by the Compensation Committee of the Board of the extent to which the performance objectives of the performance-based equity incentive award made in February 2020 to the reporting person had been achieved. The reporting person earned 61.6% of the target number of Common Shares issuable pursuant to the award. For more information on the performance-based equity incentive award, including the performance objectives and measurement period, see the Issuer's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 1, 2021.
F2	Represents Common Shares sold to the Issuer as payment of tax upon vesting of 42,188 Common Shares.
F3	The reporting person disclaims beneficial ownership of these shares held by an immediate family member sharing his household, and this report should not be deemed an admission that the reporting person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
F4	Represents restricted units of limited partnership interest ("LTIP Class B Units") in Pebblebrook Hotel, L.P. (the "Operating Partnership"), of which the Issuer is the general partner. Vested LTIP Class B Units, upon achieving parity with the Operating Partnership's common units pursuant to the terms of the partnership agreement, may be exchanged at any time, at the election of the holder, for the Operating Partnership's common units on a one-for-one basis or, at the Operating Partnership's option, an equivalent amount of cash. 30,727, 30,727 and 30,727 LTIP Class B Units will vest on each of January 1, 2024, January 1, 2025, and January 1, 2026, respectively, subject to the reporting person's continued service as an employee of the Issuer. The LTIP Class B Units have no expiration date. The LTIP Class B Units were issued pursuant to the Issuer's 2009 Equity Incentive Plan as amended and restated.