[Form 3] RLJ Lodging Trust Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

RLJ Lodging Trust Form 3: Frederick D. McKalip, EVP, General Counsel & Corporate Secretary, reports beneficial ownership of 222,589 common shares held directly. The holding includes 10,521 restricted shares granted under the RLJ Lodging Trust 2021 Equity Incentive Plan; those restricted shares vest ratably over three years on each annual anniversary of the grant.

Positive

• Reporting person is an officer: EVP, General Counsel & Corporate Secretary, which clarifies the insider role
• Clear ownership amount: 222,589 common shares held directly
• Restricted shares disclosed: 10,521 restricted shares with a three‑year ratable vesting schedule under the 2021 Equity Incentive Plan

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine insider disclosure showing direct ownership and time‑based restricted share vesting; no unusual items disclosed.

The filing is a standard initial Form 3 reporting that an executive and officer holds 222,589 common shares directly, including 10,521 restricted shares that vest ratably over three years under the company’s 2021 Equity Incentive Plan. From a governance perspective this documents equity alignment and compensation structure but contains no indications of material changes to control, transactions, or governance arrangements.

Securities Analyst

TL;DR: Disclosure is informational and non‑market moving; it quantifies executive holdings and restricted share vesting schedule.

The report quantifies the reporting person’s stake as 222,589 shares held directly and specifies 10,521 shares subject to time‑based vesting. This provides clear, auditable data for ownership calculations and insider holdings metrics but does not disclose any derivative positions, option exercises, or transactions that would materially alter outstanding share counts or immediate liquidity events.

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

McKalip Frederick D.

(Last) (First) (Middle)

C/O RLJ LODGING TRUST

7373 WISCONSIN AVENUE, SUITE 1500

(Street)

BETHESDA MD 20814

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/01/2025

3. Issuer Name and Ticker or Trading Symbol
RLJ Lodging Trust [ RLJ ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Gen. Counsel & Corp. Sec.

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares	222,589(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes 10,521 restricted shares, which vest ratably over three years on the yearly anniversary of the date of grant and were granted to the reporting person pursuant to the RLJ Lodging Trust 2021 Equity Incentive Plan.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Leslie D. Hale, Attorney-in-Fact	08/11/2025
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

FAQ

Who filed the Form 3 for RLJ (RLJ)?

The form was filed on behalf of Frederick D. McKalip, who is the EVP, General Counsel & Corporate Secretary of RLJ Lodging Trust.

How many RLJ common shares does McKalip beneficially own?

The filing reports 222,589 common shares beneficially owned by the reporting person.

Does the ownership include restricted shares and what are the terms?

Yes. It includes 10,521 restricted shares granted under the RLJ Lodging Trust 2021 Equity Incentive Plan that vest ratably over three years on each annual anniversary of the grant.

Is the reported ownership direct or indirect?

The reported ownership form is Direct (D).

Does the Form 3 disclose any derivative securities for RLJ?

No. Table II for derivative securities contains no entries, so no derivative positions are reported.