Annual Statement of Changes in Beneficial Ownership (5)
15 Janvier 2021 - 10:16PM
Edgar (US Regulatory)
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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Form 3 Holdings Reported
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Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
*
KESSLER DOUGLAS A | 2. Issuer Name and Ticker or Trading SymbolASHFORD HOSPITALITY TRUST INC [AHT] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Former CEO and President |
(Last)
(First)
(Middle)
14185 DALLAS PARKWAY, SUITE 1100 | 3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY) 12/31/2020 |
(Street)
DALLAS, TX 75254
(City)
(State)
(Zip)
| 4. If Amendment, Date Original Filed(MM/DD/YYYY) | 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3) | 2. Trans. Date | 2A. Deemed Execution Date, if any | 3. Trans. 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) |
Amount | (A) or (D) | Price |
Common Stock (1) | 3/23/2020 | | G (2) | 30000 | D | $0 | 147990 (3) | D | |
Common Stock | 3/23/2020 | | G (2) | 30000 | A | $0 | 50000 (3) | I | By Brianna M Kessler 2015 Children's Irrevocable Trust (2) |
Common Stock | 3/23/2020 | | G (2) | 30000 | D | $0 | 147990 (3) | D | |
Common Stock | 3/23/2020 | | G (2) | 30000 | A | $0 | 50000 (3) | I | By Grant R Kessler 2015 Children's Irrevocable Trust (2) |
Common Stock | 3/25/2020 | | G (4) | 20000 | D | $0 | 147990 (3) | D | |
Common Stock | 3/25/2020 | | G (4) | 20000 | A | $0 | 50000 (3) | I | By Brianna M Kessler 2015 Children's Irrevocable Trust (4) |
Common Stock | 3/25/2020 | | G (4) | 20000 | D | $0 | 147990 (3) | D | |
Common Stock | 3/25/2020 | | G (4) | 20000 | A | $0 | 50000 (3) | I | By Grant R Kessler 2015 Children's Irrevocable Trust (4) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 (MM/DD/YYYY) | 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 at End of Issuer's Fiscal Year (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | On July 15, 2020, the Issuer effected a 1-for-10 reverse stock split of its common stock (the "Reverse Stock Split"). All shares amounts reported on this Form 5 have been retrospectively adjusted to reflect the Reverse Stock Split on a post-split basis. |
(2) | On March 23, 2020, the reporting person transferred 30,000 shares of the Issuer's common stock to a trust of which the reporting person is a trustee. Members of the reporting person's immediate family are the sole beneficiaries of the trust. |
(3) | Reflects the number of shares owned as of May 15, 2020 at the time the reporting person ceased to be subject to Section 16 of the Securities Exchange Act of 1934, as amended, and following the transactions reported on this Form 5. |
(4) | On March 25, 2020, the reporting person transferred 20,000 shares of the Issuer's common stock to a trust of which the reporting person is a trustee. Members of the reporting person's immediate family are the sole beneficiaries of the trust. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
KESSLER DOUGLAS A 14185 DALLAS PARKWAY SUITE 1100 DALLAS, TX 75254 |
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| Former CEO and President |
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Signatures
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/s/ Douglas Kessler | | 1/13/2021 |
**Signature of Reporting Person | Date |
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