Monty J. Bennett - Mar 13, 2023 Form 4 Insider Report for ASHFORD HOSPITALITY TRUST INC (AHT)

Role
Director
Signature
/s/ Monty J. Bennett
Stock symbol
AHT
Transactions as of
Mar 13, 2023
Transactions value $
-$1,119
Form type
4
Date filed
3/15/2023, 04:29 PM
Previous filing
Mar 7, 2023
Next filing
Feb 8, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AHT Common Stock Tax liability -$1.12K -296 -7.15% $3.78 3.84K Mar 13, 2023 Direct F1, F2
holding AHT Common Stock 7.61K Mar 13, 2023 By MJB Investments, LP
holding AHT Common Stock 3.58K Mar 13, 2023 By Dartmore, LP
holding AHT Common Stock 740 Mar 13, 2023 By Reserve, LP IV

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

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding AHT Performance LTIP Units (2023) 218K Mar 13, 2023 Common Stock 218K $0.00 Direct F3, F4
holding AHT Performance LTIP Units (2022) 481K Mar 13, 2023 Common Stock 481K $0.00 Texas Yarrow LLC - 2022 PS F3, F4
holding AHT Performance LTIP Units (2021) 122K Mar 13, 2023 Common Stock 122K $0.00 Texas Yarrow 2021 F3, F4
holding AHT Special Limited Partnership Units 48.9K Mar 13, 2023 Common Stock 48.9K $0.00 Texas Yarrow 2021 F5, F6, F7
holding AHT Special Limited Partnership Units 2K Mar 13, 2023 Common Stock 2K $0.00 Direct F5, F6, F7, F8
holding AHT Special Limited Partnership Units 7.15K Mar 13, 2023 Common Stock 7.15K $0.00 By MJB Operating, LP F5, F6, F7, F8
holding AHT Common Limited Partnership Units 9.67K Mar 13, 2023 Common Stock 9.67K $0.00 By MJB Operating, LP F7, F9, F10
holding AHT Common Limited Partnership Units 25.4K Mar 13, 2023 Common Stock 25.4K $0.00 By Dartmore, LP F7, F9, F10
holding AHT Common Limited Partnership Units 1.77K Mar 13, 2023 Common Stock 1.77K $0.00 By MJB Investments, LP F7, F9, F10
holding AHT Common Limited Partnership Units 5.5K Mar 13, 2023 Common Stock 5.5K $0.00 By Reserve, LP IV F7, F9, F10
holding AHT Common Limited Partnership Units 3.97K Mar 13, 2023 Common Stock 3.97K $0.00 By Reserve, LP III F7, F9, F10
holding AHT Common Limited Partnership Units 4.72K Mar 13, 2023 Common Stock 4.72K $0.00 By Ashford Financial Corporation F7, F9, F10, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares of common stock forfeited to the Issuer to satisfy certain tax-withholding obligations of the Reporting Person arising as a result of the vesting of restricted stock held by the Reporting Person.
F2 Represents the closing price of the common stock on March 10, 2023, the last trading day before the date of forfeiture.
F3 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.
F4 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, 2023 (with respect to the 2021 grant), 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 9 discussing the convertibility of the Common Units.
F5 Represents special long-term incentive partnership units ("LTIP Units") in Ashford Hospitality Limited Partnership, the Issuer's operating subsidiary ("Subsidiary"). Vested LTIP Units, upon achieving parity with the Common Units, are convertible into Common Units at the option of the Reporting Person. See Footnote 9 discussing the convertibility of the Common Units.
F6 The LTIP Units reported herein vest in three (3) substantially equal installments on the first three (3) anniversaries of the date of grant. See Footnote 9 discussing the convertibility of vested LTIP Units.
F7 Neither the Common Units nor the LTIP Units have an expiration date.
F8 Reflects the aggregate number of LTIP Units held directly or indirectly by the Reporting Person, and includes LTIP Units comprising awards previously granted to, and reported by, the Reporting Person. Such LTIP Units have different grant and vesting dates and include those which (i) may have achieved parity with the Common Units, (ii) have not yet achieved parity with the Common Units, (iii) are currently vested, or (iv) have not yet vested. Such LTIP Units have been combined herein solely for reporting purposes.
F9 Common Limited Partnership Units of the Subsidiary ("Common Units"). 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.
F10 Reflects the aggregate number of Common Units currently held directly or indirectly, as noted, by the Reporting Person, some of which may have been converted from LTIP Units by the Reporting Person since the Reporting Person's most recent Form 4 or Form 5 filing. See Footnote 9 discussing the convertibility of the Common Units.
F11 Reflects only the Reporting Person's pecuniary interest in the aggregate number of Common Units held directly by Ashford Financial Corporation. The Reporting Person hereby disclaims any interest in all other securities of the Issuer held directly by Ashford Financial Corporation.