0001104659-20-037896.txt : 20200324
0001104659-20-037896.hdr.sgml : 20200324
20200324191249
ACCESSION NUMBER: 0001104659-20-037896
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200320
FILED AS OF DATE: 20200324
DATE AS OF CHANGE: 20200324
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Stockton Richard J
CENTRAL INDEX KEY: 0001688739
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35972
FILM NUMBER: 20739588
MAIL ADDRESS:
STREET 1: 14185 DALLAS PARKWAY
STREET 2: SUITE 1100
CITY: DALLAS
STATE: TX
ZIP: 75254
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Braemar Hotels & Resorts Inc.
CENTRAL INDEX KEY: 0001574085
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 462488594
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 14185 DALLAS PARKWAY
STREET 2: SUITE 1100
CITY: DALLAS
STATE: TX
ZIP: 75254
BUSINESS PHONE: (972) 490-9600
MAIL ADDRESS:
STREET 1: 14185 DALLAS PARKWAY
STREET 2: SUITE 1100
CITY: DALLAS
STATE: TX
ZIP: 75254
FORMER COMPANY:
FORMER CONFORMED NAME: Ashford Hospitality Prime, Inc.
DATE OF NAME CHANGE: 20130410
4
1
a4.xml
4
X0306
4
2020-03-20
0
0001574085
Braemar Hotels & Resorts Inc.
BHR
0001688739
Stockton Richard J
14185 DALLAS PARKWAY, SUITE 1100
DALLAS
TX
75254
0
1
0
0
CEO and President
Common Stock
410538
D
Series B Preferred Stock
18.70
2020-03-20
4
P
0
2572
5.02
A
Common Stock
3438.5
2572
D
Performance Stock Units (2020)
0.00
2022-12-31
2022-12-31
Common Stock
70000
70000
D
Performance Stock Units (2019)
0.00
2021-12-31
2021-12-31
Common Stock
64103
64103
D
Performance Stock Units (2018)
0.00
2020-12-31
2020-12-31
Common Stock
74093
74093
D
5.50% Series B Cumulative Convertible Preferred Stock (the "Series B Preferred Stock") is convertible at any time at a conversion price equal to the liquidation preference of a share of Series B Preferred Stock, $25.00 per share, divided by the conversion rate, 1.3372 (subject to adjustment). The Series B Preferred Stock does not have an expiration date.
Each Performance Stock Unit ("Performance Stock Unit") award represents the right, upon achievement of certain specified performance-based vesting criteria, to receive up to two (2) shares of the Issuer's common stock.
Represents the target share amount that may be issued pursuant to such award of Performance Stock Units. The actual number of shares of common stock to be issued upon vesting can range from 0% to 200% of the number of Performance Stock Units awarded, based on achievement of a specified relative total stockholder returns. Assuming continued service through the vesting date and achievement of the specified performance-based vesting criteria, the Performance Stock Units, as adjusted, will generally vest on December 31, 2020 (with respect to the 2018 grant), December 31, 2021 (with respect to the 2019 grant) and December 31, 2022 (with respect to the 2020 grant). One-third of the Performance Stock Units granted in 2020 will be eligible to vest (at up to 200% of target) based on performance during the first year of the performance period.
/s/ Richard J. Stockton
2020-03-24