SHARE BASED PAYMENTS

9 Months Ended

Sep. 30, 2021

Share-based Payment Arrangement [Abstract]

Our shareholders approved the Hersha Hospitality Trust 2012 Equity Incentive Plan, as amended, (the “2012 Plan”) for the purpose of attracting and retaining executive officers, employees, trustees and other persons and entities that provide services to the Company.

The Short Term Incentive Program ("STIP") and the Long-Term Incentive Program ("LTIP") are incentive compensation programs the Compensation Committee of our Board of Trustees established to align executive compensation with the performance of the Company.

On March 17, 2021, based on the achievement of certain metrics established under the 2020 STIP for the performance period ended December 31, 2020, the Compensation Committee awarded 519,732 LTIP Units. The awards issued pursuant to the STIP vest on December 31, 2022, the two year anniversary following the end of the performance period.

On March 3, 2021, the Compensation Committee approved the 2021 LTIP in which 50% of the awards provide for time based vesting and the remaining 50% are issuable based on the Company's achievement of a certain level of (1) absolute total shareholder return (37.5% of the award), (2) relative total shareholder return as compared to the Company’s peer

group (37.5% of the award), and (3) relative growth in revenue per available room ("RevPar") compared to the Company’s peer group (25.0% of the award). On March 17, 2021, the Compensation Committee awarded 247,689 LTIP Units related to the time based portion of the plan. These Units will vest over a three year period from January 1, 2021 to December 31, 2023. The 50% market-based portion of the 2021 LTIP has a three-year performance period which commenced on January 1, 2021 and ends December 31, 2023. As of September 30, 2021, no shares or LTIP Units have been issued to the executive officers in settlement of 2021 LTIP market-based awards.

The LTIP Units awarded under both the 2020 STIP and the 2021 LTIP were determined by dividing the dollar amount of award earned by $8.43, the per share volume weighted average trading price of the Company’s common shares on the NYSE for the 20 trading days prior to December 31, 2020.

A summary of our share based compensation activity from January 1, 2021 to September 30, 2021 is as follows:


	LTIP Unit Awards			Restricted Share Awards			Share Awards
	Number of Units	Weighted Average Grant Date Fair Value		Number of Restricted Shares	Weighted Average Grant Date Fair Value		Number of Shares	Weighted Average Grant Date Fair Value
Unvested Balance as of December 31, 2020	898,126	$	6.15	202,878	$	7.87	—
Granted	794,683	12.86		207,748	9.88		32,460	11.31
Vested	(13,512)	12.23		(239,736)	7.73		(32,460)	11.31
Forfeited	—	—		(150)	11.31		—	N/A
Unvested Balance as of September 30, 2021	1,679,297	$	9.28	170,740	$	10.52	—

The following table summarizes share based compensation expense for the three and nine months ended September 30, 2021 and 2020 and unearned compensation as of September 30, 2021 and December 31, 2020:


	Share Based Compensation Expense								Unearned Compensation
	For the Three Months Ended				For the Nine Months Ended				As of
	September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020		September 30, 2021		December 31, 2020
Issued Awards
LTIP Unit Awards	$	1,460	$	1,169	$	4,718	$	4,120	$	6,588	$	1,842
Restricted Share Awards	404		428		826		1,103		1,222		276
Share Awards	—		—		367		—		—		—
Unissued Awards
Market Based	395		339		1,106		968		2,625		1,933
Performance Based	—		—		—		—		—		—
Total	$	2,259	$	1,936	$	7,017	$	6,191	$	10,435	$	4,051

The weighted-average period of which the unrecognized compensation expense will be recorded is approximately 1.8 years for LTIP Unit Awards and 1.4 years for Restricted Share Awards.

The remaining unvested target units are expected to vest as follows:


	2021	2022	2023	2024
LTIP Unit Awards	960,046	595,406	61,921	61,924
Restricted Share Awards	3,647	109,885	54,208	3,000
	963,693	705,291	116,129	64,924