SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Boekelheide Kerry W

(Last)

(First)

(Middle)

2701 SOUTH MINNESOTA AVE., STE. 2

(Street)

SIOUX FALLS

57105

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Summit Hotel Properties, Inc. [ INN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2012

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/02/2013		M		1,409,552	A	$0.00	1,473,658	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
OP Units⁽¹⁾	⁽²⁾							02/14/2012	⁽³⁾	Common Stock	0		17,000	D
OP Units⁽¹⁾	⁽²⁾							02/14/2012	⁽³⁾	Common Stock	0		1,500,879	I	By entity affiliated with filer
OP Units⁽¹⁾	⁽²⁾	09/30/2012		J⁽⁴⁾			108,316	02/14/2012	⁽³⁾	Common Stock	108,316	⁽⁵⁾	1,392,563	I	By entity affiliated with filer
OP Units⁽¹⁾	⁽²⁾	09/30/2012		J⁽⁴⁾		208,570		02/14/2012	⁽³⁾	Common Stock	208,570	⁽⁵⁾	225,570	D
OP Units⁽¹⁾	⁽²⁾	09/30/2012		J⁽⁶⁾		1,183,993		02/14/2012	⁽³⁾	Common Stock	1,183,993	⁽⁵⁾	1,409,563	D
OP Units⁽¹⁾	⁽²⁾	01/02/2013		M⁽⁷⁾			1,409,552	02/14/2012	⁽³⁾	Common Stock	1,409,552	⁽⁸⁾	11	D

Explanation of Responses:

1. Represents common units of limited partnership interest ("OP Units") in Summit Hotel OP, LP, the operating partnership of the Issuer (the "Operating Partnership"). On February 14, 2011, the Operating Partnership issued an aggregate of 1,517,879 OP Units to the Reporting Person and certain entities affiliated with the Reporting Person.

2. Holders of OP Units have redemption rights that enable them to cause the Operating Partnership to redeem their OP Units for cash or, at the option of the Issuer, for shares of Common Stock on a one-for-one basis beginning one year after the issuance of the OP Units.

3. Not applicable.

4. On September 30, 2012, certain entities affiliated with the Reporting Person were dissolved and an aggregate of 108,316 OP Units were distributed by these entities to individuals who are not affiliated with the Issuer and 208,570 OP Units were distributed by these entities to the Reporting Person.

5. The value of each OP Unit distributed on September 30, 2012 was $8.54, based on the price per share of the Issuer's common stock on September 28, 2012.

6. On September 30, 2012, The Summit Group Inc. ("SGI"), an entity that was wholly owned by the Reporting Person, distributed an aggregate of 1,183,993 OP Units to the Reporting Person.

7. On October 17, 2012, the Reporting Person tendered for redemption an aggregate of 1,409,552 OP Units in accordance with the Operating Partnership's partnership agreement. On January 2, 2012, the Issuer issued an aggregate of 1,409,552 shares of common stock to the Reporting Person in connection with the Reporting Person's redemption request.

8. The value of each OP Unit tendered for redemption by the Reporting Person was $9.62 as of the redemption date, based on the price per share of the Issuer's common stock on January 2, 2012.

	/s/ Kerry W. Boekelheide	01/03/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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