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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Options (right to purchase) | $ 85.97 | 12/11/2014 | A | 95,000 | 12/11/2017 | 12/11/2022 | Common Stock | 95,000 | $ 0 (1) | 95,000 | D | ||||
Common Units (2) | $ 0 | (2) | (2) | Common Stock (2) | 143.04 | 143.04 | D | ||||||||
Common Units (2) | $ 0 | (2) | (2) | Common Stock (2) | 501.6 | 501.6 | I | By Dartmore LP | |||||||
Common Units (2) | $ 0 | (2) | (2) | Common Stock (2) | 35.91 | 35.91 | I | By MJB Investments LP | |||||||
Common Units (2) | $ 0 | (2) | (2) | Common Stock (2) | 109.24 | 109.24 | I | By Reserve, LP IV | |||||||
Common Units (2) | $ 0 | (2) | (2) | Common Stock (2) | 93.18 (3) | 93.18 (3) | I | By Ashford Financial Corporation (3) | |||||||
Common Units (2) | $ 0 | (2) | (2) | Common Stock (2) | 78.67 | 78.67 | I | By Reserve, LP III |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Bennett Monty J 14185 DALLAS PARKWAY SUITE 1100 DALLAS, TX 75254 |
X | X | Chief Executive Officer |
/s/ MONTY J. BENNETT | 12/15/2014 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The options were acquired from the Issuer in a grant under the Issuer's 2014 Incentive Plan. |
(2) | Common units ("Common Units") in Ashford Hospitality Advisors LLC, the Issuer's operating subsidiary, owned by the Reporting Person. Common Units, on or after November 12, 2015, 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. |
(3) | Reflects the Reporting Person's pecuniary interest in such securities held directly by Ashford Financial Corporation, of which the Reporting Person is a shareholder. The Reporting Person disclaims any beneficial interest in any other Common Units held by Ashford Financial Corporation. |