0001104659-21-067136.txt : 20210514
0001104659-21-067136.hdr.sgml : 20210514
20210514204826
ACCESSION NUMBER: 0001104659-21-067136
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210512
FILED AS OF DATE: 20210514
DATE AS OF CHANGE: 20210514
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NUNNELEY MARK
CENTRAL INDEX KEY: 0001261029
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-31775
FILM NUMBER: 21927059
MAIL ADDRESS:
STREET 1: 14185 DALLAS PARKWAY
STREET 2: SUITE 1100
CITY: DALLAS
STATE: TX
ZIP: 75254
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ASHFORD HOSPITALITY TRUST INC
CENTRAL INDEX KEY: 0001232582
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 861062192
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 14185 DALLAS PARKWAY SUITE 1100
CITY: DALLAS
STATE: TX
ZIP: 75254
BUSINESS PHONE: 9724909600
MAIL ADDRESS:
STREET 1: 14185 DALLAS PARKWAY SUITE 1100
CITY: DALLAS
STATE: TX
ZIP: 75254
4
1
tm2116393-9_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2021-05-12
0
0001232582
ASHFORD HOSPITALITY TRUST INC
AHT
0001261029
NUNNELEY MARK
14185 DALLAS PARKWAY,
SUITE 1200
DALLAS
TX
75254
0
1
0
0
Chief Accounting Officer
Common Stock
2021-05-12
4
A
0
122150
0.00
A
195025
D
Common Limited Partnership Units
0.00
Common Stock
47189
D
Performance Stock Units (2021)
0.00
2021-05-12
4
A
0
122150
0.00
A
2023-12-31
2023-12-31
Common Stock
122150
122150
D
Performance Stock Units (2020)
0.00
2022-12-31
2022-12-31
Common Stock
5000
5000
D
Performance Stock Units (2019)
0.00
2021-12-31
2021-12-31
Common Stock
5703
5703
D
On March 8, 2021, the Issuer approved this award of restricted stock to the Reporting Person pursuant to a restricted stock grant from the Issuer under the Issuer's 2021 Stock Incentive Plan (the "Plan"), subject to approval of the Plan by the Company's stockholders at the Company's Annual Meeting on May 12, 2021 (which approval was obtained). Such shares generally vest in three (3) substantially equal installments on the first three (3) anniversaries following March 8, 2021, subject to accelerated vesting on certain specified events.
Common Limited Partnership Units ("Common Units") of Ashford Hospitality Limited Partnership, the Issuer's operating subsidiary (the "Subsidiary"). 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.
The Common Units do not have an expiration date.
Reflects aggregate number of Common Units currently held by the Reporting Person, some of which have been converted from special long-term incentive partnership units of the Subsidiary by the Reporting Person. See Footnote 2 discussing the convertibility of the Common Units.
Each performance stock unit ("Performance Stock Unit") award granted in 2020 represents a right to receive between 0% and 200% of the target number of Performance Stock Units reflected in the table. Each Performance Stock Unit award granted in 2021 represents a right to receive between 0% and 250% of the target number of Performance Stock Units reflected in the table.
The Reporting Person received the 2021 Performance Stock Units pursuant to a grant from the Issuer under the Issuer's 2021 Stock Incentive Plan, and the 2019 and 2020 Performance Stock Units pursuant to a grant under the Issuer's 2011 Stock Incentive Plan.
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 200% (in the case of 2020 Performance Stock Units) or 0% to 250% (in the case of 2021 Performance Stock Units) of the target number of Performance Stock Units reported, based on achievement of specified performance metrics. Assuming continued service through the vesting date and minimum achievement of the specified performance metrics, the Performance Stock Units will generally vest on December 31, 2021 (with respect to the 2019 grant), December 31, 2022 (with respect to the 2020 grant) and December 31, 2023 (with respect to the 2021 grant).
/s/ Mark Nunneley
2021-05-14