0001474098-20-000030.txt : 20200214 0001474098-20-000030.hdr.sgml : 20200214 20200214173523 ACCESSION NUMBER: 0001474098-20-000030 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200212 FILED AS OF DATE: 20200214 DATE AS OF CHANGE: 20200214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BORTZ JON E CENTRAL INDEX KEY: 0001229310 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34571 FILM NUMBER: 20622191 MAIL ADDRESS: STREET 1: PEBBLEBROOK HOTEL TRUST STREET 2: 10319 WESTLAKE DRIVE, SUITE 112 CITY: BETHESDA STATE: MD ZIP: 20817 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Pebblebrook Hotel Trust CENTRAL INDEX KEY: 0001474098 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 271055421 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4747 BETHESDA AVENUE STREET 2: SUITE 1100 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 240-507-1300 MAIL ADDRESS: STREET 1: 4747 BETHESDA AVENUE STREET 2: SUITE 1100 CITY: BETHESDA STATE: MD ZIP: 20814 4 1 wf-form4_158171970486968.xml FORM 4 X0306 4 2020-02-12 0 0001474098 Pebblebrook Hotel Trust PEB 0001229310 BORTZ JON E 4747 BETHESDA AVE SUITE 1100 BETHESDA MD 20814 1 1 0 0 Chairman, President and CEO Common Shares 2020-02-12 4 A 0 45658 0 A 799701 D Common Shares 2020-02-12 4 A 0 12203 A 811904 D Common Shares 2020-02-12 4 A 0 1057 A 812961 D Common Shares 2020-02-12 4 F 0 6406 25.53 D 806555 D Common Shares 200000 I By wife LTIP Class B Units 2020-02-12 4 A 0 138606 A Common Shares 138606.0 247846 D All of these shares are restricted common shares that were granted to the reporting person by the Issuer's Board of Trustees (the "Board"). 15,220, 15,219, and 15,219 of these shares shall become vested and nonforfeitable, subject to the reporting person's continued service as an employee of the Issuer or an affiliate, on January 1, 2021, January 1, 2022, and January 1, 2023, respectively. 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 December 2013 to the reporting person had been achieved for the measurement period ended December 31, 2019. For that measurement period, the reporting person earned 11.17% 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 March 28, 2014. 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 2017 to the reporting person had been achieved. The reporting person earned 2.9% 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 27, 2018. Represents Common Shares sold to the Issuer as payment of tax withholding due upon vesting of 13,260 Common Shares. The reporting person disclaims beneficial ownership of these shares held by an immediate family member sharing his household, and this report shall 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. 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 units pursuant to the terms of the partnership agreement, may be exchanged at any time, at the election of the holder, for Operating Partnership units on a one-for-one basis or, at the Operating Partnership's option, an equivalent amount of cash. 34,652, 34,652, 34,651, and 34,651 LTIP Class B Units will vest, subject to the reporting person's continued service as an employee of the Issuer or an affiliate, on January 1, 2023, January 1, 2024, January 1, 2025, and January 1, 2026, respectfully. 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. /s/ Andrew H. Dittamo, as attorney-in-fact, for Jon E Bortz 2020-02-14