J. Robison Hays III - 06 Mar 2024 Form 4 Insider Report for ASHFORD HOSPITALITY TRUST INC (AHT)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
08 Mar 2024, 18:01:01 UTC
Prior SEC filing
17 May 2023
Next SEC filing
19 Mar 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ J. Robison Hays, III

Key filing fact

J. Robison Hays III filed Form 4 for ASHFORD HOSPITALITY TRUST INC (AHT) on 08 Mar 2024.

Key facts

  • This page summarizes J. Robison Hays III's Form 4 filing for ASHFORD HOSPITALITY TRUST INC (AHT).
  • 4 reported transactions and 5 derivative rows are listed below.
  • Accepted by SEC: 08 Mar 2024, 18:01.

Change

  • Previous filing in this sequence was filed on 17 May 2023.
  • Current net transaction value: -$12,180.

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.

AHT transaction

Common Stock

Options Exercise

Transaction value
Shares
+32,064
Change %
+36%
Price
Shares after
122,040
Date
06 Mar 2024
Ownership
Direct
Footnotes
F1
AHT transaction

Common Stock

Tax liability

Transaction value
$12,180
Shares
-7,808
Change %
-6.4%
Price
$1.56
Shares after
114,232
Date
06 Mar 2024
Ownership
Direct
Footnotes
F2, F3

Reported derivative securities

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

AHT transaction Derivative

Performance Stock Units (2021)

Disposed to Issuer

Transaction value
Shares
-10,688
Change %
-25%
Price
Shares after
32,064
Date
06 Mar 2024
Ownership
Direct
Underlying class
Common Stock
Underlying amount
32,064
Exercise price
$0.000000
Footnotes
F1, F4, F5, F6
AHT transaction Derivative

Performance Stock Units (2021)

Options Exercise

Transaction value
Shares
-32,064
Change %
-100%
Price
Shares after
0
Date
06 Mar 2024
Ownership
Direct
Underlying class
Common Stock
Underlying amount
0
Exercise price
$0.000000
Footnotes
F1, F4, F6
AHT holding Derivative

Performance LTIP Units (2022)

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
377,688
Date
06 Mar 2024
Ownership
Direct
Underlying class
Common Stock
Underlying amount
377,688
Exercise price
$0.000000
Footnotes
F7, F8
AHT holding Derivative

Performance Stock Units (2023)

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
87,338
Date
06 Mar 2024
Ownership
Direct
Underlying class
Common Stock
Underlying amount
87,338
Exercise price
$0.000000
Footnotes
F4, F6
AHT holding Derivative

Common Limited Partnership Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
4,680
Date
06 Mar 2024
Ownership
Direct
Underlying class
Common Stock
Underlying amount
4,680
Exercise price
$0.000000
Footnotes
F9, F10, F11
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 11 footnotes

Footnote F1

Each performance stock unit ("Performance Stock Unit") represents the contingent right to receive, upon vesting, one share of the Issuer's Common Stock.

Footnote F2

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.

Footnote F3

Represents the closing price of the common stock on February 26, 2024, the last trading day before the date of forfeiture.

Footnote F4

Each Performance Stock Unit award granted in 2021 and 2023 represents a right to receive between 0% and 250% of the target number of Performance Stock Units reflected in the table.

Footnote F5

Represents 10,688 shares that were forfeited due to certain performance criteria of the 2021 Performance Stock Unit award not being met.

Footnote F6

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 250% 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 F7

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

Footnote F8

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, 2024. See Footnote 9 discussing the convertibility of vested LTIP Units.

Footnote F9

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.

Footnote F10

The Common Units do not have an expiration date.

Footnote F11

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 9 discussing the convertibility of the Common Units.

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