RLJ Lodging Trust (RLJ) CFO gets share grant, surrenders shares for tax

Rhea-AI Filing Summary

RLJ Lodging Trust SVP, CFO & Treasurer Nikhil Bhalla received 14,039 restricted common shares that vested immediately under the RLJ Lodging Trust 2021 Equity Incentive Plan. To cover related tax withholding obligations, 8,132 common shares were surrendered to the issuer at $7.60 per share, leaving 201,504 common shares held directly.

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^*

Bhalla Nikhil

(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)
	SVP, CFO & Treasurer

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		14,039(1)	A	$0	209,636	D
Common Shares	03/18/2026		F		8,132(2)	D	$7.6	201,504	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 (RLJ) CFO Nikhil Bhalla report in this Form 4?

RLJ Lodging Trust CFO Nikhil Bhalla reported a grant of 14,039 restricted common shares that vested immediately. He also reported surrendering 8,132 common shares to the company at $7.60 per share to satisfy tax withholding obligations tied to the vesting.

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

After these transactions, RLJ Lodging Trust CFO Nikhil Bhalla directly holds 201,504 common shares. This reflects the immediate vesting of 14,039 restricted shares and the surrender of 8,132 shares back to the issuer for tax withholding purposes on the vesting event.

Was the RLJ (RLJ) CFO’s Form 4 transaction an open-market buy or sale?

The Form 4 does not show an open-market buy or sale. It records a share grant of restricted common shares and a tax-withholding disposition, where 8,132 shares were surrendered to RLJ Lodging Trust to cover taxes, rather than sold on the open market.

What price per share was used for the RLJ Lodging Trust tax-withholding shares?

The 8,132 RLJ Lodging Trust common shares surrendered for tax withholding were valued at $7.60 per share. This value is used only for the tax-withholding disposition and does not represent an open-market sale transaction price set by the CFO.

Under which plan were the RLJ (RLJ) restricted shares granted to the CFO?

The restricted common shares granted to RLJ Lodging Trust CFO Nikhil Bhalla were issued under the RLJ Lodging Trust 2021 Equity Incentive Plan. These restricted shares vested immediately, triggering the related tax-withholding share surrender back to the company on the same date.