Ashford Hospitality Trust insider tax withholding leaves CEO with 44k shares

Rhea-AI Filing Summary

Form 4 Alert: Ashford Hospitality Trust (AHT) disclosed that President & CEO Stephen Zsigray forfeited 6,677 common shares to the issuer on 07/01/2025 at an implied price of $6.02, the prior-day closing price.

The transaction is coded “F,” meaning the shares were withheld solely to satisfy tax-withholding obligations stemming from the vesting of restricted stock. No open-market sales, purchases or option exercises were reported, and no derivative positions changed.

After the withholding, the executive directly owns 44,332 AHT shares, preserving meaningful equity alignment with shareholders. Because the action is administrative, involves a small number of shares relative to AHT’s float, and does not reflect a discretionary sale, the filing is unlikely to exert material influence on the stock price.

Insights

Financial Analyst

TL;DR: Routine tax withholding; neutral for valuation.

The Code F forfeiture is an automatic share deduction to cover taxes on vested RSUs. At roughly $40k in value, it is immaterial compared with AHT’s market cap and does not signal bearish sentiment. Zsigray’s remaining 44k direct shares indicate continued insider alignment. I view the filing as administratively neutral with no change to my investment outlook.

Corporate Governance Expert

TL;DR: Compliance event, governance posture unchanged.

The CEO followed best-practice by using share withholding to meet tax obligations, avoiding open-market sales that could be misinterpreted. The retained stake maintains incentive alignment, and there are no red flags regarding undisclosed plans or derivative hedging. Overall impact is non-material to governance risk assessment.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Zsigray Stephen

(Last) (First) (Middle)

14185 DALLAS PARKWAY

SUITE 1200

(Street)

DALLAS TX 75254

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ASHFORD HOSPITALITY TRUST INC [ AHT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

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	07/01/2025		F(1)		6,677	D	$6.02(2)	44,332	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

Explanation of Responses:

1. 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.

2. Represents the closing price of the common stock on June 30, 2025, the last trading day before the date of forfeiture.

	/s/ Stephen Zsigray	07/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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