0001104659-23-029622.txt : 20230307
0001104659-23-029622.hdr.sgml : 20230307
20230307170209
ACCESSION NUMBER: 0001104659-23-029622
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230303
FILED AS OF DATE: 20230307
DATE AS OF CHANGE: 20230307
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: 23713466
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
tm238703-4_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2023-03-03
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
11641
D
Performance LTIP Units (2023)
0.00
2023-03-03
4
A
0
63285
0.00
A
2025-12-31
2025-12-31
Common Stock
63285
63285
D
Performance LTIP Units (2022)
0.00
2024-12-31
2024-12-31
Common Stock
123698
123698
I
JoyceMadgra LLC
Common Limited Partnership Units
0.00
Common Stock
4718
D
Performance Stock Units (2021)
0.00
2023-12-31
2023-12-31
Common Stock
12215
12215
D
Each performance LTIP unit ("Performance LTIP Unit") award represents a special long-term incentive partnership unit ("LTIP Unit") in Ashford Hospitality Limited Partnership, the Issuer's operating subsidiary ("Subsidiary"), subject to specified performance-based vesting criteria.
The Reporting Person received the Performance LTIP Units and LTIP Units awards reported herein under the Issuer's 2021 Stock Incentive Plan.
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 (with respect to the 2022 grant) and December 31, 2025 (with respect to the 2023 grant). Vested LTIP Units, upon achieving parity with the Common Units (as defined below), are convertible into Common Units at the option of the Reporting Person. See Footnote 4 discussing the convertibility of the Common Units.
Common Limited Partnership Units ("Common Units") of 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 4 discussing the convertibility of the Common Units.
Each performance stock unit ("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.
/s/ Mark Nunneley
2023-03-07