RLJ Lodging Trust (RLJ) EVP receives stock grant, surrenders shares for tax

Rhea-AI Filing Summary

RLJ Lodging Trust EVP and COO Thomas Bardenett reported routine equity compensation activity. He received a grant of 34,319 restricted common shares that vested immediately under the RLJ Lodging Trust 2021 Equity Incentive Plan. To cover related tax withholding obligations, 19,080 common shares were surrendered to the company at $7.60 per share, rather than sold on the open market. After these transactions, he directly holds 502,674 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^*

Bardenett Thomas

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and COO

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		34,319(1)	A	$0	521,754	D
Common Shares	03/18/2026		F		19,080(2)	D	$7.6	502,674	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, Attorney-in-Fact	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 EVP Thomas Bardenett report in this Form 4 for RLJ?

Thomas Bardenett reported a routine equity compensation grant and related tax withholding. He received 34,319 restricted common shares that vested immediately, then surrendered 19,080 shares to RLJ Lodging Trust to satisfy tax withholding obligations, leaving him with 502,674 common shares held directly.

How many RLJ Lodging Trust shares were granted to Thomas Bardenett?

He received a grant of 34,319 restricted common shares with an effective price of $0.00 per share. The footnotes state these restricted shares vested immediately and were awarded under the RLJ Lodging Trust 2021 Equity Incentive Plan as part of his executive compensation.

Why did Thomas Bardenett dispose of 19,080 RLJ common shares?

The 19,080 common shares were surrendered solely to satisfy tax withholding obligations tied to the vesting of restricted shares. The shares were delivered back to RLJ Lodging Trust at $7.60 per share and were not sold in an open-market transaction, according to the filing footnote.

What is Thomas Bardenett’s RLJ Lodging Trust share ownership after these transactions?

After the grant and tax-withholding surrender, Thomas Bardenett directly owns 502,674 RLJ Lodging Trust common shares. This total reflects his updated holdings following the immediate vesting of 34,319 restricted shares and the surrender of 19,080 shares back to the issuer for tax obligations.

How were the new RLJ restricted shares for Thomas Bardenett structured?

The filing states the restricted common shares were granted under the RLJ Lodging Trust 2021 Equity Incentive Plan and vested immediately. Because they vested right away, the award triggered tax obligations, which Bardenett satisfied by surrendering 19,080 common shares to the company.

Does this RLJ Form 4 show any open-market buying or selling by Thomas Bardenett?

The Form 4 does not show any open-market purchases or sales. It reports an equity award coded as a grant acquisition and a disposition coded as tax withholding, where 19,080 shares were surrendered to RLJ Lodging Trust rather than traded on the public market.