RLJ director granted 16,149 restricted shares

RLJ Lodging Trust director Evan Bayh received a grant of restricted common shares as equity compensation.

Rhea-AI Filing Summary

RLJ Lodging Trust director Evan Bayh received a grant of restricted common shares as equity compensation. He acquired 16,149 shares of common stock at a deemed value of $8.78 per share, increasing his direct holdings to 132,109 shares.

The restricted shares vest on the earlier of the first anniversary of the grant date or the date of RLJ Lodging Trust's 2027 annual meeting of shareholders, and were granted under the RLJ Lodging Trust 2026 Equity Incentive Plan.

Insider Trade Summary

Grant/Award: 16,149 shares

Grant/Award 1 txn

Insider Bayh Evan

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	16,149	$8.78	$142K

Holdings After Transaction: Common Stock — 132,109 shares (Direct)

Footnotes (1)

1. F1. These restricted common shares, vesting on the earlier of (i) the first anniversary of the grant date and (ii) the date of the Company's 2027 annual meeting of shareholders, were granted to the reporting person pursuant to the RLJ Lodging Trust 2026 Equity Incentive Plan.

Key Figures

Restricted shares granted: 16,149 shares Grant value per share: $8.78 per share Shares held after grant: 132,109 shares

3 metrics

Restricted shares granted 16,149 shares Equity award to director Evan Bayh on May 6, 2026

Grant value per share $8.78 per share Deemed value for restricted common stock grant

Shares held after grant 132,109 shares Evan Bayh’s direct RLJ common stock holdings post-transaction

Key Terms

restricted common shares, RLJ Lodging Trust 2026 Equity Incentive Plan, vesting, grant, award, or other acquisition

4 terms

restricted common shares financial

"These restricted common shares, vesting on the earlier of (i) the first anniversary..."

Restricted common shares are company stock that cannot be freely sold or transferred until certain conditions are met, such as time-based vesting, performance targets, or regulatory clearance. For investors, they matter because they reduce the number of shares available to trade today but can increase supply later, affecting share price, liquidity and potential dilution — like a stash of coupons that can't be used until a future date.

RLJ Lodging Trust 2026 Equity Incentive Plan financial

"...were granted to the reporting person pursuant to the RLJ Lodging Trust 2026 Equity Incentive Plan."

vesting financial

"These restricted common shares, vesting on the earlier of (i) the first anniversary..."

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did RLJ (RLJ Lodging Trust) report in this Form 4?

RLJ Lodging Trust reported that director Evan Bayh received a grant of 16,149 restricted common shares as equity compensation, at a deemed value of $8.78 per share, under the company’s 2026 Equity Incentive Plan, increasing his direct ownership stake.

How many RLJ Lodging Trust shares does director Evan Bayh hold after this grant?

After the equity award, director Evan Bayh directly holds 132,109 RLJ Lodging Trust common shares. This figure includes the newly granted 16,149 restricted shares, which are subject to vesting conditions tied to time and the company’s 2027 annual shareholder meeting.

What are the vesting terms for Evan Bayh’s new RLJ restricted common shares?

The 16,149 restricted common shares granted to Evan Bayh vest on the earlier of the first anniversary of the grant date or the date of RLJ Lodging Trust’s 2027 annual meeting of shareholders, aligning the award with both tenure and the company’s governance calendar.

Under which plan were the new RLJ Lodging Trust shares granted to Evan Bayh?

The restricted common shares granted to Evan Bayh were issued under the RLJ Lodging Trust 2026 Equity Incentive Plan. This plan provides stock-based compensation, aligning directors’ and executives’ interests with shareholders through time-vested equity awards in the company’s common stock.

Was Evan Bayh’s RLJ transaction a market purchase or a compensation grant?

Evan Bayh’s RLJ transaction was a compensation-related equity grant, not an open-market purchase. The Form 4 classifies it with code “A” and describes it as a grant or award of restricted common shares under the RLJ Lodging Trust 2026 Equity Incentive Plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/08/2026 - 04:05 PM EDT Learn about SEC filing dates

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
Estimated average burden
hours per response:			0.5

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^*

Bayh Evan

(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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

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 Stock	05/06/2026		A		16,149(1)	A	$8.78	132,109	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 on the earlier of (i) the first anniversary of the grant date and (ii) the date of the Company's 2027 annual meeting of shareholders, were granted to the reporting person pursuant to the RLJ Lodging Trust 2026 Equity Incentive Plan.

	/s/ Leslie D. Hale, Attorney-in-Fact	05/08/2026
	** 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)