Jeremy Welter - Dec 21, 2021 Form 4 Insider Report for Ashford Inc. (AINC)

Role: President and COO, 10%+ Owner
Signature: /s/ Jeremy Welter
Stock symbol: AINC
Transactions as of: Dec 21, 2021
Transactions value $: $200,020
Form type: 4
Date filed: 12/27/2021, 03:32 PM
Previous filing: Sep 14, 2021
Next filing: Mar 17, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AINC	Common Stock	Purchase	$148K	+10K	+3.93%	$14.80	265K	Dec 21, 2021	Direct
transaction	AINC	Common Stock	Purchase	$52K	+3.47K	+1.38%	$15.00	255K	Dec 21, 2021	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	AINC	Class 2 LTIP Units	35K	Dec 21, 2021	Common Stock	35K	$61.12	Direct
holding	AINC	Class 2 LTIP Units	27.5K	Dec 21, 2021	Common Stock	27.5K	$94.96	Direct
holding	AINC	Class 2 LTIP Units	17.5K	Dec 21, 2021	Common Stock	17.5K	$57.71	Direct
holding	AINC	Class 2 LTIP Units	17.5K	Dec 21, 2021	Common Stock	17.5K	$57.34	Direct
holding	AINC	Class 2 LTIP Units	35K	Dec 21, 2021	Common Stock	35K	$45.59	Direct
holding	AINC	Class 2 LTIP Units	30K	Dec 21, 2021	Common Stock	30K	$85.97	Direct
holding	AINC	Series D Convertible Preferred Stock	32.4K	Dec 21, 2021	Common Stock	6.89K	$0.21	Direct	F1
holding	AINC	Common Units	68.2	Dec 21, 2021	Common Stock	68.2	$0.00	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	In connection with the transactions contemplated by the Combination Agreement, dated May 31, 2019, as amended, among the Issuer, the Reporting Person, Monty Bennett, Archie Bennett, Jr., Remington Holdings, L.P., Remington Holdings GP, LLC, Project Management LLC, MJB Investments, L.P., James L. Cowen, Ashford Nevada Holding Corp. and Ashford Merger Sub Inc., the Reporting Person, directly or indirectly through certain affiliates, acquired 32,400 shares of Series D Convertible Preferred Stock as reported herein. Such 32,400 shares of Series D Convertible Preferred Stock have no expiration date and are convertible at any time and from time to time, in full or partially, into 6,893 shares of the Issuer's common stock at a conversion ratio equal to the liquidation preference of a share of Series D Convertible Preferred Stock, par value $25.00, divided by $117.50, subject to adjustment.
F2	Common units ("Common Units") in Ashford Hospitality Advisors LLC, the Issuer's operating subsidiary, owned by the Reporting Person. 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 have no expiration date.

Content

In connection with the transactions contemplated by the Combination Agreement, dated May 31, 2019, as amended, among the Issuer, the Reporting Person, Monty Bennett, Archie Bennett, Jr., Remington Holdings, L.P., Remington Holdings GP, LLC, Project Management LLC, MJB Investments, L.P., James L. Cowen, Ashford Nevada Holding Corp. and Ashford Merger Sub Inc., the Reporting Person, directly or indirectly through certain affiliates, acquired 32,400 shares of Series D Convertible Preferred Stock as reported herein. Such 32,400 shares of Series D Convertible Preferred Stock have no expiration date and are convertible at any time and from time to time, in full or partially, into 6,893 shares of the Issuer's common stock at a conversion ratio equal to the liquidation preference of a share of Series D Convertible Preferred Stock, par value $25.00, divided by $117.50, subject to adjustment.

Common units ("Common Units") in Ashford Hospitality Advisors LLC, the Issuer's operating subsidiary, owned by the Reporting Person. 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 have no expiration date.