0001104659-22-062527.txt : 20220518 0001104659-22-062527.hdr.sgml : 20220518 20220518172619 ACCESSION NUMBER: 0001104659-22-062527 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220517 FILED AS OF DATE: 20220518 DATE AS OF CHANGE: 20220518 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bennett Monty J CENTRAL INDEX KEY: 0001260654 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35972 FILM NUMBER: 22940331 MAIL ADDRESS: STREET 1: 14185 DALLAS PARKWAY STREET 2: SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75254 FORMER NAME: FORMER CONFORMED NAME: BENNETT MONTGOMERY J DATE OF NAME CHANGE: 20030820 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 tm2215974-1_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-05-17 0 0001574085 Braemar Hotels & Resorts Inc. BHR 0001260654 Bennett Monty J 14185 DALLAS PARKWAY SUITE 1200 DALLAS TX 75254 1 0 0 0 Common Stock 123219 D Common Stock 216891 I By MJB Investments, LP Common Stock 17828 I By Reserve, LP IV Common Stock 86329 I By Dartmore, LP Series E Redeemable Preferred Stock 2022-05-17 4 P 0 44444 22.50 A 44444 I By MJB Investments, LP LTIP Units 0.00 Common Stock 117922 117922 I Texas Yarrow 2021 LTIP Units 0.00 Common Stock 127071 127071 I Texas Yarrow 2021 LTIP Units 0.00 Common Stock 74093 74093 D LTIP Units 0.00 Common Stock 95430 95430 I By MJB Operating, LP Performance LTIP Units (2022) 0.00 2024-12-31 2024-12-31 Common Stock 455968 455968 I Texas Yarrow LLC - 2022 PS Performance LTIP Units (2021) 0.00 2023-12-31 2023-12-31 Common Stock 489986 489986 I Texas Yarrow 2021 Performance Stock Units (2020) 0.00 2022-12-31 2022-12-31 Common Stock 70000 70000 D Common Partnership Units 0.00 Common Stock 296040.3 296040.3 I By MJB Operating, LP Common Partnership Units 0.00 Common Stock 664012.7 664012.7 I By Dartmore, LP Common Partnership Units 0.00 Common Stock 123477.15 123477.15 I By Ashford Financial Corporation Common Partnership Units 0.00 Common Stock 46364.7 46364.7 I By MJB Investments, LP Common Partnership Units 0.00 Common Stock 143924.9 143924.9 I By Reserve, LP IV Common Partnership Units 0.00 Common Stock 103911.2 103911.2 I By Reserve, LP III Represents special long-term incentive partnership units ("LTIP Units") in Braemar Hospitality Limited Partnership, the Issuer's operating subsidiary ("Subsidiary"). Vested LTIP Units, upon achieving parity with the Common Partnership Units (as defined below) are convertible into Common Partnership Units at the option of the Reporting Person. See Footnote 8 discussing convertibility of Common Partnership Units. The LTIP Units reported herein vest and are convertible in three (3) equal installments over a three (3) year term from the date of the award. See Footnote 1 discussing the convertibility of vested LTIP Units. Neither the Common Partnership Units nor vested LTIP Units (including any LTIP Units awarded upon achievement of the specified performance criteria relating to vested Performance LTIP Units) have an expiration date. 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 Partnership Units, (ii) have not yet achieved parity with the Common Partnership Units, (iii) are currently vested or (iv) have not yet vested. Such LTIP Units have been combined herein solely for reporting purposes. See Footnote 1 discussing convertibility of LTIP Units and Footnote 8 discussing convertibility of Common Partnership Units. Each performance LTIP unit ("Performance LTIP Unit") award represents an LTIP Unit subject to specified performance-based vesting criteria. The Reporting Person received the Performance LTIP Units and LTIP Units awards reported herein under the Issuer's Second Amended and Restated 2013 Equity Incentive Plan. Represents the maximum number of LTIP Units that may vest pursuant to the 2021 and 2022 awards of Performance LTIP Units, which is 200% of the target number of LTIP Units. The actual number of Performance LTIP Units that may vest can range from 0% to 200% of the target number of Performance LTIP Units, based on achievement of specified performance metrics. Assuming continued service through the vesting date and minimum achievement of the specified performance metrics, the Performance LTIP Units will generally vest on December 31, 2023 (with respect to the 2021 Performance LTIP Units) and December 31, 2024 (with respect to the 2022 Performance LTIP Units). See Footnote 1 discussing the convertibility of vested LTIP Units. Common Limited Partnership Units of the Subsidiary ("Common Partnership Units"). Common Partnership 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. Reflects the aggregate number of Common Partnership 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 8 discussing the convertibility of the Common Partnership Units. The Common Partnership Units reflected as beneficially owned indirectly through Ashford Financial Corporation reflect only the Reporting Person's pecuniary interest in all Common Partnership Units owned by such entity. The Reporting Person hereby disclaims interest in all other securities of the Issuer or the Subsidiary owned directly by such entity. /s/ Monty J. Bennett 2022-05-18