0001104659-21-037941.txt : 20210317 0001104659-21-037941.hdr.sgml : 20210317 20210317212545 ACCESSION NUMBER: 0001104659-21-037941 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210315 FILED AS OF DATE: 20210317 DATE AS OF CHANGE: 20210317 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NUNNELEY MARK CENTRAL INDEX KEY: 0001261029 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35972 FILM NUMBER: 21752776 MAIL ADDRESS: STREET 1: 14185 DALLAS PARKWAY STREET 2: SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75254 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 tm219711-6_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-03-15 0 0001574085 Braemar Hotels & Resorts Inc. BHR 0001261029 NUNNELEY MARK 14185 DALLAS PARKWAY, SUITE 1100 DALLAS TX 75254 0 1 0 0 Chief Accounting Officer Common Stock 2021-03-15 4 F 0 1718 6.97 D 230622 D Common Stock 2021-03-15 4 A 0 33886 0.00 A 264508 D Performance Stock Units (2020) 0.00 2022-12-31 2022-12-31 Common Stock 20000 20000 D Performance Stock Units (2019) 0.00 2021-12-31 2021-12-31 Common Stock 18029 18029 D 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. Represents the closing price of the common stock on March 12, 2021, the last trading day before the date of forfeiture. The Reporting Person received the shares pursuant to a stock grant from the Issuer under the Issuer's Second Amended and Restated 2013 Equity Incentive Plan. Such shares vest in three (3) substantially equal installments on the first three (3) anniversaries following the date of grant. Each Performance Stock Unit ("Performance Stock Unit") award represents the right, upon achievement of certain specified performance-based vesting criteria, to receive up to two (2) shares of the Issuer's common stock. Represents the target share amount that may be issued pursuant to such award of Performance Stock Units. The actual number of shares of common stock to be issued upon vesting can range from 0% to 200% of the number of Performance Stock Units awarded, based on achievement of a specified relative total stockholder returns. Assuming continued service through the vesting date and achievement of the specified performance-based vesting criteria, the Performance Stock Units, as adjusted, will generally vest on December 31, 2021 (with respect to the 2019 grant) and December 31, 2022 (with respect to the 2020 grant). One-third of the Performance Stock Units granted in 2020 were eligible to vest (at up to 200% of target) based on performance during the first year of the performance period. /s/ Mark Nunneley 2021-03-17