AH Realty Trust, Inc. (NYSE: AHH) CEO surrenders shares to cover tax withholding

Rhea-AI Filing Summary

AH Realty Trust, Inc. director, CEO and President Shawn J. Tibbetts reported a tax-related share disposition and updated equity awards. On March 3, 2026, he surrendered 4,167 shares of common stock to the company at $6.21 per share to satisfy tax withholding obligations tied to vesting restricted stock, leaving him with 57,518 common shares held directly.

The filing also updates his equity-based awards. Following these transactions, he holds 709,791 Time-Based LTIP Units and 538,770 Performance LTIP Units in AH Realty Trust, LP. After vesting and, generally, at least two years after grant, these LTIP units may be converted into Operating Partnership common units, which are in turn redeemable for either cash or shares of the company’s common stock, with certain portions subject to additional one-year holding periods and no expiration dates.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Tibbetts Shawn J

(Last) (First) (Middle)

C/O AH REALTY TRUST, INC.

222 CENTRAL PARK AVENUE, SUITE 1000

(Street)

VIRGINIA BEACH VA 23462

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AH Realty Trust, Inc. [ AHRT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/03/2026		F		4,167(1)	D	$6.21	57,518	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Time-Based LTIP Units	(2)(3)(4)							(2)(3)(4)	(2)(3)(4)	Common Stock	709,791		709,791	D
Performance LTIP Units	(4)(5)							(4)(5)	(4)(5)	Common Stock	538,770		538,770	D

Explanation of Responses:

1. Reflects shares of common stock surrendered to AH Realty Trust, Inc. (the "Company") to satisfy tax withholding obligations in connection with the vesting of restricted shares of common stock.

2. Represents Time-Based LTIP Units ("Time-Based LTIP Units") in AH Realty Trust, LP (the "Operating Partnership"), the operating partnership of the Company, and of which the Company is the general partner. Under the agreement of limited partnership of the Operating Partnership (the "OP Agreement") and subject to conditions set forth in the OP Agreement, following the date on which the Time-Based LTIP Units vest, Time-Based LTIP Units are convertible into common units of limited partnership interest in the Operating Partnership ("Common Units"), at the holder's option.

3. Under the award agreement pursuant to which the Time-Based LTIP Units were granted to the reporting person, except in connection with a Change of Control (as defined in the OP Agreement), the Time-Based LTIP Units may not be converted to Common Units until two years following the date of grant. 436,046 of the Time-Based LTIP Units are also subject to an additional one year holding period following the vesting. Time-Based LTIP Units have no expiration date.

4. Each Common Unit is redeemable for cash equal to the then-current market value of one share of the Company's common stock or, at the election of the Company, one share of the Company's common stock. Common Units have no expiration date.

5. Represents Performance LTIP Units in the Operating Partnership ("Performance LTIP Units"). Under the OP Agreement and subject to conditions set forth in the OP Agreement, following the date on which the Performance LTIP Units vest, Performance LTIP Units are convertible into Common Units at the holder's option. Under the award agreement pursuant to which the Performance LTIP Units were granted to the Reporting Person, except in connection with a Change of Control (as defined in the OP Agreement), the Performance LTIP Units may not be converted to Common Units until two years following the date of grant. Additionally, 373,754 of the Performance LTIP Units are subject to an additional one year holding period following the vesting. Performance LTIP Units have no expiration date.

Remarks:

	/s/ Matthew T. Barnes Smith, as Attorney-in-Fact for Shawn J. Tibbetts	03/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did AH Realty Trust (AHH) report for Shawn J. Tibbetts?

Shawn J. Tibbetts surrendered 4,167 shares of AH Realty Trust common stock to the company at $6.21 per share. This was to cover tax withholding obligations arising from the vesting of restricted stock, rather than an open-market sale, and updated his reported shareholdings.

How many AH Realty Trust (AHH) common shares does Shawn J. Tibbetts hold after this Form 4?

After the reported tax-withholding disposition, Shawn J. Tibbetts directly holds 57,518 shares of AH Realty Trust common stock. This figure reflects shares remaining following surrender of 4,167 shares back to the company in connection with vesting of restricted stock awards.

What are Time-Based LTIP Units reported by AH Realty Trust (AHH) for Shawn J. Tibbetts?

Time-Based LTIP Units are equity interests in AH Realty Trust, LP that Tibbetts holds, totaling 709,791 units. After vesting and, generally, at least two years after grant, they may be converted into common units, which can then be redeemed for cash or company common stock.

What are Performance LTIP Units held by Shawn J. Tibbetts at AH Realty Trust (AHH)?

Performance LTIP Units are performance-based equity interests in AH Realty Trust, LP, with Tibbetts holding 538,770 units. Once vested and generally at least two years after grant, they can be converted into common units and then redeemed for either cash or shares of common stock.

Do the LTIP Units reported for AH Realty Trust (AHH) have expiration dates?

The Time-Based LTIP Units and Performance LTIP Units held by Shawn J. Tibbetts have no expiration date. They become convertible into common units after vesting and specified post-grant waiting periods, with some portions subject to an additional one-year holding requirement after vesting.

How can AH Realty Trust (AHH) Operating Partnership common units be settled when redeemed?

Each common unit of AH Realty Trust’s Operating Partnership is redeemable for cash equal to the then-current market value of one share of common stock or, at the company’s election, one share of common stock, providing flexibility in how redemptions are satisfied.