RLJ Lodging Trust (NYSE: RLJ) CEO gets 163K-share grant, surrenders stock for taxes

Rhea-AI Filing Summary

RLJ Lodging Trust President and CEO Leslie D. Hale received a grant of 163,052 restricted common shares that vest immediately, issued under the RLJ Lodging Trust 2021 Equity Incentive Plan. To cover tax withholding on this vesting, 133,530 common shares were surrendered back to the company at $7.60 per share. After these compensation-related transactions, Hale directly holds 2,170,936 common shares.

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^*

Hale Leslie D.

(Last) (First) (Middle)

C/O RLJ LODGING TRUST

7373 WISCONSIN AVE., SUITE 1500

(Street)

BETHESDA MARYLAND 20814

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

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

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

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

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 Shares	03/18/2026		A		163,052(1)	A	$0	2,304,466	D
Common Shares	03/18/2026		F		133,530(2)	D	$7.6	2,170,936	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. These restricted common shares, vesting immediately, were granted to the reporting person pursuant to the RLJ Lodging Trust 2021 Equity Incentive Plan.

2. Reflects common shares surrendered to the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted common shares.

	/s/ Leslie D. Hale	03/20/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did RLJ Lodging Trust CEO Leslie D. Hale receive in this Form 4 filing?

Leslie D. Hale received 163,052 restricted common shares that vested immediately as an equity award. The grant was made under the RLJ Lodging Trust 2021 Equity Incentive Plan and represents stock-based compensation rather than an open-market share purchase.

Why were 133,530 RLJ Lodging Trust shares surrendered by the CEO?

133,530 common shares were surrendered to RLJ Lodging Trust to satisfy tax withholding obligations tied to the vesting of restricted shares. This F-code disposition is a tax payment mechanism, not an open-market sale, and is common in equity compensation arrangements.

How many RLJ Lodging Trust shares does the CEO hold after these transactions?

After the March 18, 2026 equity grant and related tax withholding, Leslie D. Hale directly holds 2,170,936 common shares. This figure reflects the net position following receipt of restricted shares and the surrender of some shares to cover associated taxes.

Were these RLJ Lodging Trust CEO transactions open-market buys or sells?

No, the transactions were compensation-related, not open-market trades. The Form 4 shows an A-code grant of restricted common shares and an F-code surrender of shares to cover tax withholding, with no open-market purchase or sale activity reported.

What plan governs the restricted share grant to RLJ Lodging Trust’s CEO?

The restricted common shares granted to Leslie D. Hale were issued under the RLJ Lodging Trust 2021 Equity Incentive Plan. The footnotes state the shares vested immediately, indicating they are part of the company’s long-term equity compensation program for executives.